TMNT 2003 S2
by CT311998
Summary: When the Turtles are zapped into outer space, they must find a way to get back home to their Master Splinter. Once they finally manage to, they find out all sorts regarding their origin, and face many more trials, including a gang war, and a warrior tournament.
1. TIS Part 1: The Fugitiod

**A/N: This is the start of my season 2 TMNT story.**

* * *

The top of the Shredder's skyscraper burns with fire, as the Turtles all stare at Shredder holding the Sword of Tengu.

_Leo: When you're a Teenage Mutant Ninja Turtle, a lot of weird things happen._

Shredder fires a blast out of the sword at the six of them, but missed as they jumped out of the way.

_Some you can handle..._

Leo holds up the sword while wearing the protective glove.

_ ..some you can't._

The Turtles all run towards Master Splinter's walking stick.

_Like when Master Splinter went missing after our victory over the Shredder._

Leo picks up the stick, while he and his siblings - except Donnie - all look at it sadly.

"How can he be gone?" Mikey asked, confused.

The Battle Shell sits in an alleyway opposite the T.C.R.I. building.

_And things only got weirder..._

Three Utroms take off their human disguises.

_ ..when we found that aliens had taken Master Splinter..._

The three - along with a fourth - all fly out of their robot suits.

The Turtles all stand in a chamber with a bunch of cocoons.

"Look!" Leo gasped, pointing at a cocoon with Splinter in.

_ ..and the they had him floating in some bizarre container._

Nine Utroms - four in robot suits, five on hover pads - all charge at the Turtles.

_When we confronted the aliens..._

Leo, Raph and Elisa all bring out their weapons. The ones on the hover pads then fired at them, with Raph deflecting some with his Sais, as Leo and Elisa dodged them, and then slashed their weapons at them.

The Turtles then all stand on a platform in another chamber.

"I can't move my feet!" Mikey complained.

"Neither can I!" Elisa exclaimed.

_ ..everything just vanished, or maybe we did. _

A blue light went onto the platform, and covers the six Turtles, before they vanished piece by piece.

A light goes up the entire building.

_Whatever happened, I don't think any of us were prepared for how..._

April and Casey watch in horror while standing near the Battle Shell.

_..much weirder life was about to get._

A blue beam shoots up from the building, and out into space, so bright that April and Casey had to cover their eyes. The beam then travels far, far away from Earth.

* * *

On a distant red planet, with asteroids all around it, everything looked peaceful, as hi-tech vehicles hover above the city, as a robot ran through a dark alleyway. It tripped over, but quickly got back up and kept running away, as if someone or something was chasing it. Its green eyes allowed it to see in the dark, and it also had a green mouth, which glowed as it gasped, while the rest of it was metal.

As it ran, a bunch of people wearing military uniforms were following it with blasters in their hands. The robot then came to a dead-end, then turned to the soldiers, and felt like it was over for itself.

"Ah!" it gasped. "Oh, dear. Oh, dear."

The soldiers then stopped, and then one touched the side of his helmet, showing a hi-tech headset radio.

"Bravo Team to base, we've got that Fugitoid cornered in sector 4." he reported.

"Ohh!" the Fugitoid gasped, turning away.

_"Roger. Bag it and tag it, Bravo!"_ another soldier ordered through the radio. _"Gen. Blanque wants it in one piece!"_

The Fugitoid turned back to the soldiers, when the blue light from the T.C.R.I. building came out of the sky, and landed between the it and the soldiers.

"Ah!" the soldiers gasped, shielding their eyes.

"Uh..." the Fugitoid muttered, looking at the light.

The six Turtles began to materialize right where the light was.

"Uh..." Mikey gulped, feeling sick once the light left. "That was unpleasant."

"I feel sick." Elisa gulped.

"Wha?!" the solders gasped.

"Take cover!" the leader ordered. "This Fuigtoid's got some kind of secret weapon!"

"No, I don't!" the Fuigtoid argued.

He ducked and hid under a blanket, leaving a small gap to peer through.

"Ugh! I feel like I've been turned inside out and back again." Raph groaned, cracking his neck.

"That's _why_ I'm sick." Elisa said.

Cath checked on her vital organs, while Leo shook his arms, and Mikey scratched his head.

"What happened?" Mikey wondered. "The light, the strange lab? Those weird robot aliens, where'd they go?"

"You mean, where'd we go?" Leo asked.

"Someplace I don't think we're suppose to be." Donnie deduced, as they all turned around, and saw the soldiers aiming their blasters at them.

"Some welcoming committee." Cath shrugged.

"Natives don't look too friendly." Mikey whispered.

"So, what's the plan, Leo?" Elisa asked.

"I think our best defense might be..." Leo began.

"Some serious butt-kicking ninja action!" Raph smirked, bringing his Sais out.

Donnie, Cath, Elisa, Mikey and Leo then all brought out their weapons, then jumped up at the soldiers.

"Fire at will!" the leader commanded.

The soldiers then all fired at the Turtles, as Raph landed on a pipe going across the alley. Mikey then dodged a bunch of blasts by rolling over sideways, while Cath kicked her feet against a wall and ran along it for a bit, before jumping off.

Leo then jumped off a pipe, landed in front of three of the soldiers, and then sliced the ends of their blasters off.

"Huh?" they gasped, as the ends fell off.

Leo then put both his feet around one of the blasters, and then swung his legs back, making the soldier collide with the other two, knocking them against the wall.

Elisa dodged ones blaster fire by jumping towards him like a frog, but then when she got close, she jumped and kicked him right in the chest, knocking him out cold against the ground. She then jumped and kicked her feet against the other wall, as another began blasting at her, but then she dived towards him while rolling like a ball, and then hit him in the chest with her shell.

"Aggh!" he moaned as he hit against a dumpster bin.

Raph ran towards a wall as two fired at him, then he kicked his feet against the wall, then jumped and landed behind them, and then kicked one away.

"Ahh!" the soldier moaned, as he hit the other wall.

Raph kicked his feet against that wall, then threw one of his Sai's at the other ones blaster.

"Huh?" he muttered, as the Sai landed in the blaster hole.

The end of the blaster then exploded, knocking the soldier down into a bin, as the Sai went flying back towards the other wall. It then hit the wall as two soldiers dodged it, but then they stared at it.

Cath ran towards three as they fired at her, then she jumped up and dived towards them, whacking the middle one in the chest with her Tonfas, sending him flying down the alley.

"Ah!" the other two gasped, as she turned to them.

She then jumped and kicked one in the chest, knocking him out, then got behind the other and whacked him in the head with one of her Tonfa's.

"Ugh..." he mumbled, as he fell to his knees, and then onto his chest.

Donnie then charged at the two near Raph's Sai in the wall, then pressed his Bo against the ground, and pole vaulted over to one, kicking him in the chest, knocking him out. Another then panicked as he aimed at Donnie, before he knocked his blaster out of his hands with his Bo, and then whacked his Bo against the soldier's legs, tripping him up. He then jumped and leaned on his Bo as another came over and tired to blast him, then used his feet to pull Raph's Sai out of the wall, and then spun around on his Bo.

"Coming back at ya, Raph!" he called, as he slid down the pole, and then rolled away.

Raph jumped up and caught his Sai, then he dived down towards the one firing at Donnie, landing behind him. The soldier then turned around, as Raph spun around and roundhouse kicked him in the chest, knocking him down.

Mikey then landed in front of three of them.

"You're mine, alien freak!" one snapped, aiming at him.

"Not today, chumley!" Mikey retorted, glaring at his face.

He then knocked the soldier's blaster out of his hand with his Nunchucks, and then he knocked the soldier down.

Leo and Donnie then both landed in front of one, and then they both jumped and kicked him in the chest, knocking them down.

The leader gasped as he pretended to lie down, with his radio headset down.

"Bravo to base, we need backup!" he reported frantically.

Elisa then jumped and landed on his back.

"Ahh!" he moaned, before his face hit the ground.

Elisa then jumped up and rolled towards another, before tripping him up.

Cath then knocked ones blaster out of his hands, then grabbed him by the arms.

"Yo, sis!" she called, before throwing the soldier away.

Elisa turned to as the soldier went flying towards her, then she put her right hand on the ground, and then butterfly kicked the soldier in the back, sending him flying onto another that was knocked out.

Meanwhile, the Fuigtiod had removed the blanket from himself, and was watching the Turtles in amazement.

"My word..." he said, speechless. "Those fellows are making short work of these troops."

He then sneaked towards a boarded up door while the soldiers were distracted.

"But I still need a way out of here." he deduced.

Raph kicked a soldier in the chest, knocking him out, as the robot touched the boards.

"Hmm? One benefit of this robotic body is its sheer strength." he said.

He pulled a wood board off the door, then chopped some more, and then kicked more of them off, creating a doorway. He then ran through it, but then stopped and peeked out of it.

"Oh...I can't just run out of those green guys." he realized, as Leo dodged ones blaster fire, before kicking the soldier away. "They've been ever so helpful..."

Donnie jumped and dodged another's blaster fire, who then turned as Mikey rolled towards him, and then kicked him away.

Elisa and Cath then both kicked one each, knocking them right against each other from behind.

"Ugh!" they moaned, before falling unconscious.

The Turtles then all gathered together, as all but Donnie put away their weapons.

"What the shell was that all about?" Leo wondered.

"Whatever it was, it's not over." Donnie answered frantically, before pointing down the alley. "Look?!"

They all turned to where he was pointing, and saw flashlights at the end of it.

"Guess there's more of them." Elisa realized.

She was right as more soldiers entered the alleyway, and began approaching them.

"Well, guys, either fight or flight?" Leo questioned, bringing his swords back out.

"I vote fight." Raph grinned, crossing his Sais over.

"You always vote fight." Mikey argued.

"True." Cath agreed.

"Um, excuse me!" the Fugitoid called, getting their attention. "Hello? Terrapin beings!"

"You talking to us?" Elisa asked, pointing at herself.

"Yes, you. This way, quickly!" the Fugitiod called, before running through the wooden doorway.

The newly arrived soldiers got closer and closer to the Turtles, then all aimed at them - half crouching down.

"Ready, aim, fire!" the team's leader commanded.

They all fired at the Turtles, making them gasp as they jumped out of the way of the blasts.

The Fugitiod watched as Leo leaped into the wooden doorway, then Cath dived after him, and then Donnie pole vaulted in after her. Raph rolled along the ground after him, then Elisa jumped after him, and then Mikey ran and yelped while dodging the blasts, before jumping after her.

"Ahh!" he yelped, as he landed on his shell. "Ow!"

Cath crouched down near him.

"You okay?" she asked.

"Just bruised." Mikey answered.

"Hurry, hurry!" the Fugitiod called, standing on a set of stairs. "Those Federation troops won't give up the chase so easily."

The Turtles put their weapons away and began running after him as he ran up the stairs.

"Coming through, slowpoke!" Mikey teased, jumping over Raph like a leapfrog.

Raph frowned as he followed after the others up the stairs. They then all ran up another set of stairs which led to the roof, and then they ran along the edge of it.

"Another dead-end!" Leo gasped, as they looked over the edge.

A hovering garbage truck then moved along a highway road below them.

"And here comes the unwelcome wagon." Mikey gulped, turning to the soldiers as they ran in the stairs in single file.

Leo then spotted the garbage truck.

"Quick, into that truck!" he ordered.

"No!" the Fugitiod argued, shaking his head. "I hate heights!"

"How do you feel about laser guns?" Leo asked, before jumping off the roof.

"Take your pick!" Elisa bellowed, before they all jumped after Leo.

"Down, down and away!" Mikey cheered.

All six Turtles then landed in the garbage.

The Fugitiod looked uncertain, but then ran along the rooftop.

"I don't like this!" he cried, before jumping off the roof.

He yelled as he just barely grabbed the edge of the garbage truck, but then Raph and Elisa grabbed his arms and pulled him up into the truck.

As the truck hovered away, the soldiers looked around the rooftop, while the team's leader activated his headset radio.

"Uh, Alpha to base..." he said nervously. "Um, we..."

**(Unknown building)**

Gen. Blanque - commander-in-chief of the Federation army - was looking up at a hologram of the soldier, while sitting in his command chair.

_"..lost the Fugitiod." _the soldier reported.

"You what?!" Blanque exclaimed, completely shocked. "Search the entire sector! Find that Fugitiod!"

* * *

As the garbage truck raced along the highway,

as the Turtles and the Fugitiod looked over the side.

"Wow." Donnie said.

"Where are we?" Leo wondered.

"I don't know, but it's pretty cool." Elisa admitted.

"You're starting to sound like me." Cath said, patting her shoulder.

"Something tells me this ain't Manhattan." Raph said.

The garbage truck turned left onto another highway road, as other vehicles hovered in the air.

"I'm not sure we're on Earth." Donnie said.

The garbage truck kept moving above the road, but then stopped in a market square. Raph then climbed out of it, followed by Elisa, Mikey, Leo and then Cath as aliens walked and talked nearby, and then the Fugitiod leaned over the edge of the truck.

"Ah, Earth?" he questioned, as Donnie climbed out. "Is that _your_ home planet? I don't believe it's in this galaxy."

He climbed out of the truck.

"At least, I've never heard of it." he explained, as Leo helped him down. "Are you the dormant species on your planet?"

"Uh, no, not quite." Cath answered.

"Where are we?!" Raph demanded furiously.

"Cool it, bro." Elisa said, touching his arm, pulling him back slightly. "Sorry about him, but where are we?"

"You are on the planet D'Hoonnib in the Sidayom System, Federation territory." the Fugitiod explained.

"A different galaxy?" Donnie questioned amazed.

"Master Splinter is so far away, so helpless." Leo sighed. "We have to help Master Splinter."

Raph sighed. "We'll find a way, Leo." he sighed, touching Leo's shoulder.

"We...don't even know how we got zapped here in the first place." Donnie sighed.

"That question has been vexing me." the Fugitiod admitted. "How did you materialize like that?"

All but Cath looked clueless.

"Ugh, guys, have you forgotten that stupid platform we were on before this whole thing happened?" Cath asked annoyingly.

"Cathy's got a point." Elisa smirked, recalling what happened.

"Guys, you can compare theories later." Leo said. "Right now, we've got company!"

They all turned as he pointed to some more Federation soldiers running towards the market, scaring away a bunch of aliens.

"Ah, more of those bozos." Raph huffed, bringing out and twirling his Sais.

Leo and Elisa brought their weapons out.

"Don't look now, but those bozos brought a tank." Donnie gulped, as a hi-tech hovering tank showed up.

The others all gasped, and even Raph looked shocked.

"How come bad guys always have all the great toys?" Mikey complained.

Small aliens ran away as the tank got closer to the Turtles and the Fugitiod, with the soldiers right behind it. The Fugitiod and the Turtles all backed away, then all turned right as they heard blasters cracking.

"I think we're in trouble." Cath gulped, as they saw more soldiers arrive.

"Quick, over here!" Elisa called, pointing to a market stall.

They all hid behind it, and then the tank and soldiers all aimed at the stall.

"You're surrounded!" the captain said. "Come out with your appendations where we can see them!"

The soldiers moved the stuff in the market away, but once they'd finished, saw no sign of the Fugitiod and the Turtles.

"Whoa!" a soldier gasped.

"Fan out! Search the street!" the captain ordered.

The soldiers then spit up and ran down either end of the street. Unknown to any of them, the Turtles and Fugitiod had managed to sneak into the sewer system, as Leo peeked out from a weird looking manhole cover, before diving down.

"Ohhh!" the Fugitiod yelped, as he slid down the tunnel. "Oh, my!"

Leo followed him down, then the Fugitiod hit against a pipe before he landed near the others, as Leo manged to jump over the pipe.

"Ugh!" the Fugitiod said, shaking his head.

Donnie and Cath then both held out a hand to him, which he then took, allowing them to pull him up.

"Check out these fancy sewers." Mikey said, noticing how clean the water was. "Clean enough to eat off them. If only we had something to eat."

The others all walked on, expect Elisa who approached him and whacked him in the head.

"Ow!" he complained.

"Now's not the time!" Elisa scowled, before grabbing his arm. "Come on!"

Before she could pull him away however, they saw a small mutant turtle wearing a kimono, and six mutant rats with antennas on, walking down the sewer tunnel.

_"Cowabunga!" _the second of last whooped in an alien language.

The one behind him then whacked him in the head.

_"Not now!"_ it hissed in the alien language, although this one sounded female.

"Whoa." Mikey said, shocked, as the seven aliens walked through a small tunnel.

"Talk about weird." Elisa agreed.

They both turned and walked towards the others.

"Yeah. Bizarro world." Mikey quoted.

"So, what is your story?" Donnie asked, turning to the Fugitiod. "Why are those soldiers after you?"

"Hmm. Yes. I do owe you a full explanation." the Fugitiod realized. "You see, I am Professor Honeycutt, or at least, I used to be."

**(Flashback)**

A man with grey hair along his back, as he was bald everywhere else, along with a mustache, holds up a small device.

_"I was the most brilliant scientist on D'Hoonnib."_

He put the device on his head, and then it glowed.

_"I had just completed my Mental-Wave helmet, a device for using mind powers..."_

Professor Honeycutt used the device to lift a box up with only his thoughts.

_"..like telepathy and telekinesis."_

The Professor moved the box around the room.

A small device lit up in the corner of the room, and then a holographic image of Gen. Blanque showed up.

_"When I was rudely interrupted by Gen. Blanque."_

The helmet powered down, and then the box fell onto the floor with a bang, and then the Professor walked towards the hologram.

_"Just because he's the head of the Federation military in this sector, he thinks he _can_ call any time he wants."_

The Gen. begins shouting at the Professor.

_"You see, the _good_ general wanted me to build my Teleportal device."_

The hologram showed the Teleportal device.

_"A device capable of teleporting beings from planet to planet. I invented the Teleportal as..."_

The Gen. came back on the hologram.

_"..a way to promote peace. But Gen. Blanque had other ideas."_

The Professor gasped at the Gen's angry.

_"He wanted to use it as a weapon, for death and destruction."_

The Professor walked towards a control panel.

_"And that is why..."_

The Professor pressed a button on the panel, cutting the Gen. off.

_"..even though he was funding my work, I could never build it for him._

The Professor took off his Mental-Wave device on his head.

Later, during a stormy night, the Professor walked out of his lab/house, and then turned to see the robot body trapped in some wires.

_"It was then that I received a distress signal from my robot worker Sal."_

"Oh!" the Professor gasped.

He approached Sal.

_"He had become tangled in some wires."_

The Professor pulled the wires off Sal, as lighting went off in the sky.

_"An electrical storm was brewing..."_

Lighting then hit the power line above, which led down to the wires near Sal and the Professor.

_"..and we were struck by lighting."_

The lighting hit and electrocuted both Sal and Honeycutt.

"Ahhh!" they screamed.

_"The lighting must've triggered my Mental-Wave helmet. My body was destroyed..."_

Honeycutt's body vanished, while Sal's eyes glowed brightly.

_"..but my mind was transferred into Sal's robotic shell."_

Honeycutt - now in Sal's body - scratched his new metal head, when a spacecraft showed up on a nearby ridge.

_"Apparently the _good _general had been constantly spying on me."_

The side of craft opened up, and then two soldiers ran out of it, before Blanque followed them.

_"And was well aware of my transference into this robot body."_

Blanque and the soldiers walked towards Honeycutt, then the Gen. kicked away the Mental-Wave device, which had fallen onto the floor.

_"He was overjoyed."_

Blanque smiled, as Honeycutt hid behind a tree.

_"You see, robots have no rights. The Gen. could do anything he liked with me now."_

Honeycutt ran off into a forest, and then Gen. pointed at him, ordering his men to go after him.

_"The Teleportal I wouldn't give him when I was human, he could take from me now I became a robot. He sent his men after me."_

The soldiers ran through the forest, past some big weird shells.

_"But, with the help of some large hermit crab like creatures..."_

One of the crabs lifted itself it, showing Honeycutt beneath its shell, who got out from under it.

_"..I was able to elude Blank's soldiers."_

Honeycutt ran out of the forest.

_"At least, until I came to the city..."_

**(Flashback ends)**

The Turtles were all shocked by Honeycutt's story.

"..which is where you came in." he finished.

Leo then smiled. "Guys, are you thinking what I'm thinking?" he asked.

"That an extra large serving of Kung Pao chicken would be really good right now?" Mikey hoped, rubbing his hands and licking his lips.

"Ah." Elisa sighed. "You idiot!"

"Ow!" he yelped, as she slapped the back of his head.

"You mean the Professor's Teleportal, right?" Elisa inquired.

"Right. If the Professor here..." Leo began.

"Can build his Teleportal..." Donnie added.

"Then we can use it..." Raph added.

"To get back home." Cath finished.

"Oh..." Mikey understood.

He then shook his head.

"Uh, don't get me wrong, Professor Roboto. These sewers on your planet are nice, but they don't have that same sewer fresh stank _our _sewers have." Mikey said, walking away slightly.

"How do they keep these sewers so clean?" Raph wondered.

Donnie then heard a noise.

"Probably something to do with that!" he gasped, pointing down the tunnel.

As rocks came out of the holes in the walls, a light and two claws appeared down the tunnel.

"I have a bad feeling about this." Elisa gulped.

A machine then showed up, which a large chopper like mouth, and then all but Raph gasped.

Honeycutt and the Turtles all began running down the tunnel as fast as they could, the machine chasing right after them.

"Oh, dear!" Honeycutt gulped.

"It's gaining on us!" Mikey panicked.

"Keep running!" Cath cried.

"I don't think we can outrun it!" Donnie gasped.

Leo then stopped and brought his swords out, while turning around.

"Then it looks like its time to raise against the machine." he said determined.

The others stopped and brought out their weapons, and then all turned to the machine.

"If you guys can slow it down, I think I can stop it." Donnie said.

Leo charged at the machine. "I've got an idea!" he shouted, jumping up.

He then sliced open several pipes from the ceiling.

Raph then jumped up and grabbed one.

"Mikey, think fast!" he called, kicking one to Mikey.

Elisa and Cath then jumped up and grabbed one each, and then Mikey jumped up and caught the one Raph kicked to him.

All five of them then landed in front of the machine, and then used the pipes to push it back slightly - Leo, Raph and Elisa on its left, Cath and Mikey on its right.

"Hurry, Donnie!" Leo grunted.

"Now would be nice!" Cath grunted.

Donnie pole vaulted up towards the top of the machine, then kicked one of its claws away as it tried to grab him. He then whacked another claw away with his Bo, then landed on a pipe on the wall. He then whacked another claw with his Bo, and then made it to the top of the machine, and then opened the hatch on top.

Mikey then kicked a claw away as it came near him and Cath.

"Donnie, I don't know how long we can hold this thing!" Mikey grunted, as Honeycutt picked up a pipe and held it against the machine near him and Cath.

Donnie pulled the hatch open all the way with his Bo, then put it away and looked at the controls.

"Anytime today, Donnie!" Elisa shouted.

"Raph, toss me a Sai!" Donnie called.

Raph tossed up one of his Sais to Donnie, just as the machine rammed and hit everyone, knocking them down. Donnie caught the Sai, but then the machine began to move, but then he rammed it into the machine.

"Whoa!" Mikey yelped, as the others ran away.

Donnie then fell back off the machine as the panel short-circuited, and then the machine stopped itself. The lights on it then turned off, and then the mouth closed, surprising all but Donnie, who had landed in front of the others.

"See, piece of cake." he grinned.

The others frowned at him.

* * *

Meanwhile, in the Federation command building, Gen. Blanque was looking at a poster of Honeycutt, but then turned around and punched his fist.

"I can't believe, with all the Federation technology at our disposal, how come we can't find one blasted Fugitiod?!" he exclaimed, walking way.

"Gen. Blanque..." a female officer called Lonae, with purple hair, and an molecule over her left eye said. "..there's a disturbance in the sewers."

Blank walked towards her, as she worked on the computer.

"Wait...we've got them, sir." she explained, showing a diagram of the sewer tunnel Honeycutt and the Turtles were in. "Sector 8."

Blanque touched a button on the computer.

"Gen. Blanque to all units, corner off Sector 8!" he ordered.

**(The barracks)**

Soldiers began grabbing the blasters and equipment.

_"Destroy the six terrapin creatures, but the Fugitiod must be unharmed!" _Blanque ordered.

The soldiers all ran along a corridor, and then a bunch of hover tanks rolled out.

_"Repeat: the robot must be unharmed!" _Blanque repeated.

**(Command Center)**

"If you'll forgive my asking, sir: but what's_ so_ important about this Teleportal Device?" Lonea asked curiously. "It's useful transportation but..."

"It's much more than that." Blanque explained. "It holds the key to power in our galaxy, if not the universe."

An image of the Teleportal showed up on a big computer screen.

"As a weapon, the Teleportal is unparalleled." Blanque explained.

**(His imagination)**

A bomb was placed in the Teleportal.

_"It can be used to secretly transport our new nuclear fusion bomb..."_

The bomb vanished, then a bunch of ships appeared in space

_"..into the middle of enemy spacecraft..." _

The center ship glowed brightly, and then blew up.

_"..into the center of unsuspecting enemy cites."_

A bomb appeared above a city on an unknown planet, and then the city blew up.

_"Even to the center of an enemy planet." _

A red planet then suddenly sends out yellow shockwaves as it cracked, and then it blew up.

**(His imagination ends)**

"I could bring our enemies to their knees, and raise the Federation Flag across the entire galaxy." Blanque explained.

"But, our enemies, if they knew about this technology, they'd stop at nothing to get it." Lonea realized.

"Exactly." Blanque grinned. "The Teleportal must be_ ours_! The Fugitiod must be captured."

* * *

Back in the city, Honeycutt climbed out of the sewers, and then Leo and Cath both helped him up - as they and Raph were already out. Mikey then climbed out, followed by Donnie, and then Elisa. They then looked around and saw they were in another market, near an alien minding his stall, as two soldiers approached him.

The alien then spoke in his own language, which the soldiers seemed to understand. The two soldiers then looked down an alleyway, but saw nothing.

The Turtles and Honeycutt then entered an building.

"These soldiers are everywhere." Raph commented.

"Indeed." Honeycutt agreed.

"I guess Gen. Blank wants you _bad_, Professor." Elisa deduced.

"We've got to get out of the city fast." Leo realized. "Raphael, we're gonna need some transportation."

"Back in two." Raph winked, holding his hand up like an O.

He then ran off.

"Uh...I'll keep an eye on him." Mikey volunteered, before running off.

"Why do I get the feeling he_ isn't_." Elisa sighed.

"If we know him, he's got more on his mind." Cath deduced.

* * *

Raph ran down an alleyway, then peeked around the corner through the shadows. He then ran out of the alley, just as Mikey ran down the alleyway, and peeked around the corner.

"Now to find something to eat." he said, rubbing his stomach.

He then walked away from the alley while licking his lips.

Raph then entered a market square that was full of aliens just walking around. He then hid behind a small weird post box or something, as he spotted a Federation Tank nearby, with a soldier standing above it. He then rolled across the street towards a market stall, as the driver turned around and looked at a hi-tech scanner.

"Which sewer entrance were we suppose to be watching again?" the soldier asked, as Raph creeped up behind him.

Another soldier sat behind the controls inside, when Raph grabbed the first one and pulled him up. The other soldier pressed a button on the controls, as Raph jumped into the tank, and began walking towards him.

"Yo, pal." Raph said.

"Huh?" the soldier gasped, turning to him.

"Mind if I burrow your tank?" Raph asked, before kicking the soldier in the face, knocking him out.

* * *

Mikey meanwhile, was looking around the market stalls for food, but then stopped when he spotted a bag of something.

"Mmm." he mumbled, licking his lips.

He picked the bag up, then ripped it open, then picked a pink chip up, but before he could eat it, he heard blasters cock. He turned around, and saw two Federation soldiers standing behind him, one aiming his blaster at him.

"Uh, hi guys." he said nervously, waving. "Bye guys!"

He threw the chips in the soldiers faces, and then ran off.

"Stupid, stupid, stupid, Ninja Turtle!" he yelped, as the soldiers fired at him.

He turned right, but then skidded to a halt, when a tank showed right in front of him, the turret aiming right at him. He backed away nervously, when the two soldiers came up behind him as he turned around, trapping him. The soldiers both aimed at him, as the tank powered up, while he turned from the tank back to the soldiers.

"Sometimes I hate being me." he gulped.

Mikey slowly moved away from the tank turret, as the soldiers moved around, sill aiming at him.

"Well, if I'm going down, at least I'm going down fighting!" Mikey said, bringing his Nunchucks out.

The two soldiers aimed at him, when the tank's turret lowered itself.

"Huh?" Mikey muttered, confused.

The soldiers also looked confused, but then the turret whacked against them both, sending them flying away into a market stall, which then collapsed on them, knocking them out.

Mikey looked up at the tank, as its hatch opened up, and Raph stuck his head out.

"Quit fooling around, Mikey!" he called. "We gotta pick up the others!"

Mikey stopped spinning his Nunchucks, and then put the away.

* * *

Later, after picking up the others, the tank drove through the city. Raph drove in the front seat, while Donnie and Cath looked amazed by all the hi-tech equipment, while the others just watched.

"Nothing like riding in style." Donnie grinned.

"This is so cool." Cath commented.

"Couldn't you have boosted something a little less...I don't know, conspicuous?" Leo asked, not happy with the vehicle choice. "Something that might blend in better?"

"Are you kidding? This puppy's almost invisible and blends so well." Raph assured.

The tank then rode past a bunch of other tanks parked beside each other, along with a bunch of soldiers.

"Hey, that's my tank!" one gasped, recognising it. "They stole my tank!"

They all ran towards the other tanks, piled into them, and then chased after the one Honeycutt and the Turtles were in.

"Yeah, real invisible." Leo commented sarcastically, folding his arms,

"Nice going, Raph!" Elisa scowled.

Raph smiled at them.

The Federation tanks chased after the one the Turtles and Honeycutt were in, and then fired at it, one blast hitting the back.

"Ohh!" Honeycutt yelped, as he bashed against Mikey.

Mikey then bashed him towards Leo, who caught him and pushed him towards Elisa, who then caught him.

"Donnie, Cath, return fire!" Leo shouted, holding onto the ceiling.

Donnie turned to Leo, while Cath looked at the controls confused.

"Uh...in a minute. Our D'Hoonibbian is a little rusty." Donnie said, turning back to the controls.

"I don't even know what to do?!" Cath exclaimed.

The tank then turned left through the market, and then the others followed after it.

"Cathy, Don, you better figure out how to fire this puppy, or we're gonna be smoked turtle meat in a can!" Raph told the geniuses.

Donnie and Cath looked at the controls, but still didn't know what to do.

"Perhaps I can be of some service." Honeycutt said.

He walked towards the main controls in front of the tank.

"One of the perks of this robot body..." he began.

He raised his right hand up, and then a small screw came out from it, and then he dug it into the controls, turning the hologram controls a different color.

"Yes. I have weapons control." he explained.

The tank then turned left around a corner of the market, but the other tanks followed it, when another tank got in front of it.

"Tell me you're not planning chicken, Raph?" Leo asked hopefully.

"A turtle is never a chicken!" Raph retorted.

He then moved the tank away, as the one in front of it fired, causing it to miss and destoryed one behind it. The other tanks then moved around the destroyed one, and kept chasing after the one Raph was driving.

"Now, Doc!" he shouted.

Honeycutt turned the turret around so it was aiming at the other tanks.

"Fire!" Raph bellowed.

The turret fired a blast, which then hit and destroyed another of the tanks. Another then skidded past it, and then both tanks chased each other past some market stalls, as aliens watched the chase.

"We have another one on our tail!" Donnie complained.

"Not for long." Raph assured, as he skidded the tank against the wall of a building.

As the other tank gained on it, part of the wall fell on it and crushed it. The tank Raph drove then skidded around the market.

"There's one more up ahead!" Honeycutt shouted.

"Fire!" Raph ordered.

The turret fired on the tank, and then hit and destroyed it.

The tank then moved back into the market square, as a bunch of soldiers on foot spotted it as it came through smoke and fire of the destroyed tank.

"One in!" the officer in charge ordered.

The soldiers then all fired on the tank, which then caused it to blow up, knocking the soldiers back slightly.

**(Command Center)**

Gen. Blanque watched from a hologram as the tank blew up, and then got very angry.

"Imbeciles!" he yelled angrily. "I thought I gave the order that the Fugitiod should not be harmed!"

**(Market)**

The soldiers looked amongst the rubble, but saw no sign of the Turtles or Honeycutt.

"They're not here, sir." the officer repeated into his headset. "They must have evacuated the vehicle before it exploded."

_"Find them, soldier!" _Blanque hissed. _"Find them!"_

In an alleyway behind the soldiers, the Turtles and Honeycutt were all looking at the soldiers. Leo then motioned them to move back into the alley, then all but Honeycutt ran off down it. Honeycutt then turned around, but saw no sign of the Turtles.

"Now where did those little fellows go?" he wondered.

Leo and Elisa both came back down the alley slowly, then came out of the shadows as Honeycutt turned to them.

"Ah..." he said. "How do you know all those wonderful disappearing techniques?"

Leo put a hand over Honeycutt's mouth, while putting the other over his own.

"Shh." he shushed with his finger.

"We'll tell you later." Elisa promised, before they both grabbed Honeycutt's hands, and then ran off down the alley.

Federation soldiers then entered the alley and looked around.

**(Command Center)**

Blank hit his fist against his chair.

"Deploy all units!" he ordered getting up. "Destroy anyone or anything that gets in the way! Hunt down that Fugitiod and bring it to me!"

* * *

Meanwhile, Lonae walked down a dark alley in another part of the city, then stopped outside a building. She then checked to see if anyone was around, before she entered, and saw a small box on a table with a light over it, which she walked towards.

A large bulky triceratops figure with an eyepatch over his left eye, a metal left hand, a mask over his face, and wearing a black uniform showed up on the other side of the room.

"Do you have the information we discussed?" it asked, in a deep gruffly voice.

"If you have the box." Lonae said.

"Look in the box." the triceratops said.

Lonae opened the box on the table, showing a bunch of bright gems.

"Nadian Pressure Gems." she said amazed. "Enough for a lifetime."

Before she could take one out, the triceratops grabbed her arm.

"First thing's first, my friend." he huffed.

He picked her up and held her near his face.

"My superiors are very interested in the Teleportal. Tell me everything you know about this Fugitiod?!" he demanded. "Everything?!"


	2. TIS Part 2: The Trouble with Triceratons

**A/N: If you're reviewing can you please review in English or at least put up a translation so I can understand.**

* * *

A blue light goes through the entire T.C.R.I building, as the Turtles stand on a platform in a chamber.

_Mikey: You know, I've watched a __lot of sci-fi in my time..._

A blue light went onto the platform, and covers the six Turtles, before they vanished piece by piece, and then a blue beam shot off into outer space.

_..and I've always wanted to _"boldly go where no Teenage Mutant Ninja Turtle has gone before,"_ but I gotta tell ya, I didn't enjoy the trip. _

On a red planet, the blue light lands in an alleyway, between a robot and a squad of soldiers.

_It felt like my shell got taken apart and put on_ _backwards. _

The Turtles began to materialize right in the light.

_And I can't say much..._

The Turtles turn to the soldiers as they aimed at them.

_..for the locals because right off..._

Raph ran towards a wall as two fired at him, then kicked his feet against the wall, jumped and landed behind them, and then kicked one away.

_..they wanted to wax us..._

Leo dodged ones blaster fire, before kicking it away.

_mostly because they were..._

More soldiers show up and then fire at the turtles, but they manage to dodge the blasts.

_..after this Fugitoid robot..._

The robot peeked out of a doorway he'd made.

_..our new friend and maybe our ticket home._

In the sewer, Donnie held his hand out for the Fugitoid, who the took it.

A grey haired man stood in a laboratory.

_You see, he's really some egghead name Professor Honeycutt..._

The Professor's mind gets zapped into his robot body.

_..whose mind is trapped in a robot's body. _

A hologram of the Teleportal appeared in the lab.

_He invented this teleportal device that can transport people across the galaxy or bombs, _

A bomb appeared, and then a planet blew up.

_..if you're the power hungry General Blanque, our other new _friend_. _

Gen. Blandque talks with his aid, Lonea, then he turns away from a wanted poster of Honeycutt.

_General Blanque wants that teleportal..._

Gen. Blandque and Lonea look at a hologram image of the Teleportal.

_..and he wants us dead or alive..._

Gen. Blandque hits the side of his chair.

"Find that Fugitiod!" he bellowed.

_..well, he wants..._

A bunch of soldiers storm through the market, and ransack the place.

_..the Fugitoid alive..._

Honeycutt backs against a wall, then a bunch of soldiers walk down an alley.

_..us I'm not so sure about._

* * *

On D'Hoobnnib, an alien rat with six arms was picking trash up out of a dumpster, but then panicked and ran off when a light showed up. A Federation Tank then zoomed through the area, using the light that scared the rat away to search for Honeycutt and the Turtles.

Another tank then zoomed through the city, while a bunch of soldiers searched on foot, flashlights on their blasters. They then all turned and walked into an alley, while Leo and Donnie both peeked out from another across the street. Once they saw the coast was clear, they both turned back and ran towards the others.

"That's the fifth patrol we've seen in the last hour." Leo explained quietly.

"There must be thousands of those soldiers then, if not millions." Cath deduced.

"Don't those guys have anything better to do?" Donnie wondered.

Mikey touched his stomach as it growled.

"Yeah, like eat." he said, before talking to his stomach. "I know. Poor baby. You're hungry, aren't you?"

"We got an _entire_ alien army looking for us and _you're_ talking to your stomach!" Raph exclaimed.

"Well, it's talking to me." Mikey said fairly. "It's saying, 'Food. Food!"

"Stop thinking about your stomach, Mikey!" Elisa frowned, folding her arms. "This is serious!"

"We need an escape plan." Leo said.

"We need to get off this planet quickly and quietly." Honeycutt realized. "And that means, smugglers."

"Well, any ideas then?" Cath inquired.

"I believe I know of one particular sleazy inn where we just might obtain off-world transport." Honeycutt explained.

"Sounds like a plan." Leo commented. "Lead on, Professor."

They all then walked down the alleyway, Honeycutt leading them.

* * *

In the Federation command building, Gen. Blanque was looking at a large computer screen, while Lonae came up behind him.

"Gen. Blanque, all squads are at full alert, sir." she reported.

Blanque turned to her, before they both looked at the screen.

"Vis images of the alien lifeforms and the Fugitoid have been posted all over the city." Lonae explained, as the said images appeared on the computer. "We'll find them."

"We had better!" Blanque snapped. "Destroy the six aliens for all I care. Turn their shells into serving trays, but bring me that Fugitoid!"

"Yes, sir." Lonae said, bowing.

She turned and walked away as Blanque turned back to the screen, unaware that she grinned evilly.

* * *

Meanwhile, in a red forest far away from the city, a bunch of aliens triceratops', were flying on jetpacks around a bunker in the ground, as a yellow dropship flew past it.

Inside the main room, which looked like a command centre, was the same Triceratops Lonae had met earlier, who was sitting in a chair. He then pressed a button on a panel, as it beeped, and then Lonae appeared on a small screen.

"Speak?" he hissed.

_"Still no sign of the Fugitoid, Commander Mozar." _Lonae explained.

**(Federation HG)**

"But we'll find him." Lonae assured sinisterly, looking at a hologram of Mozar from her wrist communicator. "However, I'm afraid that the Teleportal is worth much more than what you've paid me."

**(Bunker)**

Mozar growled as he hit his chair with his fist.

"Your greed...disgusts me!" he growled. "However, you will get whatever money you wish. The Triceraton Republic shall have the Teleportal! It shall give us great victories! I must have that Fugitoid!"

* * *

Back in the city, as a bunch of vehicles flew overhead, a group of aliens were walking into a inn, as the Turtles all watched from behind a wall on the other side of a river.

"This doesn't look exactly like your kind of place, Professor." Raph said, turning to Honeycutt behind them.

"Um...well, I really partial to the D'Hoobnnian spicy cheese disc they serve here." Honeycutt replied, before hitting his metal stomach. "At least, I used to be."

"Whoa... Alien pizza." Mikey said. "What a concept."

"We can't just walk in there." Leo argued.

"Leo's right. Our pictures are all over the city." Elisa agreed.

"Maybe it's time for the Ninjutsu art of disguise." Donnie suggested, pointing to a load of robes hanging on a washing line.

"Good thinking, Don." Cath remarked, agreeing.

Leo then pulled off a red robe from the washing line, followed by Raph, Elisa, then Honeycutt pulled off a brown one, then Donnie and Cath pulled off a red one, as Mikey pulled off a pink dress from the line. Honeycutt, Raph Donnie, Leo and the girls all quickly put their robes on, fastened them up, and then put the hoods over them.

"I can't wear this!" Mikey complained, holding the dress up. "I can't!"

"Why?" Elisa asked, curiously, walking towards him.

"Yeah." Donnie said, approaching them. "It should fit just fine."

"But it's a girl's!" Mikey complained, turning to Elisa. "Can't you and I swap?"

"Nope." Elisa said. "You know me, complete tomboy. No dresses or skirts unless it's a special occasion."

Mikey turned to Cath.

"Don't even think about it." Cath said, shaking her head.

"But these colors clash with my headband." Mikey complained. "It's a fashion nightmare!"

"Mikey, there's food in there." Donnie said. "Food."

"Yeah, alien pizza." Elisa teased, licking her lips.

Mikey smiled at that idea, and then reluctantly put on the dress.

* * *

Inside the inn, a tall alien with four arms was behind the counter, doing all sorts, while an alien that looked like a cat walked around like a waitress. Other aliens were all eating drinking or talking to each other, just as Honeycutt and the Turtles entered the inn, and stopped by the door.

"This had better be worth it." Mikey said, looking at the dress, still not happy with having to wear it, but it did have a hood on to cover his head.

They all walked into the inn and looked around, all seeing the wanted posters of themselves.

"This place gives me the creeps." Cath shuddered.

"The quicker we find help, the better." Elisa said, agreeing with her.

Mikey then stopped and turned to the counter.

"Ah." he said, licking his lips.

He walked towards the counter, as the alien behind flipped over while looked like a pancake onto a pan, and then Mikey sat down at the counter.

"Hmm. Stomach, you and me are gonna party." he said.

He picked up the menu and opened it up, but saw it was all in D'Hoonibbian.

"Uh...Huh?" he muttered, turning the menu around.

He checked the writing again, but then closed it as it was defiantly D'Hoonibbian.

"Excuse me, garcon." he said.

The alien behind the counter turned to him rudely.

"Um...I'll have what he's having." Mikey said, pointing to a purple alien beside him, who was eating something pink.

The alien behind the counter blinked, then put the same serving down in front of Mikey, who looked disgusted.

"Ugh!" he said disgustingly, as the food moved slightly.

He then felt sick, and stuck his tongue out.

"Bleech." he said.

"Delicious." the purple alien said, eating some more of his. "Extraordinary begant."

Mikey got up and turned away while touching his stomach, but then bumped into another alien, which resembled a octopus, with six eyes and four tentacles.

"Agh!" he screamed.

"Hey, beautiful. Are you a library book?" the alien asked, putting one of his tentacles around Mikey.

"Um..." Mikey muttered, pushing the tentacle off.

"'Cause I'm checking you out." the alien said flirtingly.

Mikey pushed another tentacle away.

"I'm not a library book." he said, squeaking like a girl.

"You're new here." the alien deduced, wrapping three tentacles around Mikey. "I like that in a woman. So, what's your vis screen number?"

"Um...555, kick in the head." Mikey squeaked, pushing the tentacles aside.

He then kicked the alien right in the face, knocking it down to the ground out cold, He then got up and straightened himself up, then rubbed his hands, unaware that his hood fell off.

"Uh..." he muttered, as the alien chef stared at him.

The alien turned around and saw a vis wanted poster of Mikey behind him, then turned back to Mikey as he put his hood back up. The alien then picked up a phone, opened it up, and put it near his head.

"Hello. I'm calling about those shell-wearing green skinned lifeforms and a Fugitiod." he said.

* * *

In the Federation HG, Gen. Blanque walked along by the computer screens.

"Gen, sir!" a soldier called.

Blanque turned around as the soldier came running up behind him, then he stopped and saluted.

"The Fugitiod and the off-worlders have been sighted." the soldier reported.

"Well, finally." Blanque sighed in relief. "Have all units in that sector move in!"

The soldier turned around and ran away, as Blanque turned back to the screens.

Lonea - who was sitting nearby - pressed her wrist communicator, and held it close to her mouth.

"Commander Mozar, they've been located." she reported quietly.

* * *

Back in the inn, the Turtles - minus Mikey - were all standing together as aliens all around went about their business, when Honeycutt came towards them.

"I do believe these fine gentlemen can help us." he said, pointing at two aliens.

The five Turtles turned, and saw that the aliens resembled Han Solo and Chewbacca from the Star Wars films, except the Chewie had blue fur, and the Han had red hair and purple skin.

"Ahhh!" the Chewie lookalike howled.

"We can do better." Leo, Raph and Elisa said in unison.

A noise then got their attention, and then they all saw a platoon of Federation soldiers barge into the inn.

"Everybody, freeze in the name of the Federation!" the Lt. ordered, as they aimed their blasters at everyone.

All the aliens mumbled amongst themselves, as the Turtles - now with Mikey - and Honeycutt huddled together.

"Man. They'll let anybody in this place." Raph said, opening his rope up.

He went to pick up a Sai, when Elisa stopped now.

"Not now, Raph. Wait for it." she whispered.

The Federation soldiers began looking around the inn, as the aliens panicked.

"Out of the way!" the Lt. bellowed. "Stand clear! Move it!"

The aliens moved aside as the soldiers kept looking around.

Leo turned around slightly, and spotted a door where no one was at.

"Back door. Come on." he said quietly.

"Right." Cath agreed, nodding.

They all backed away towards the door, as the soldiers looked around, when Mikey felt a blaster on his shell.

"You, get back in there!" the soldier ordered.

Mikey turned around to him.

"You couldn't possibly hit a lady?" he squeaked, putting his hands near his head, and then behind his back. "But you know..." He knocked the soldier's blaster out of his hands with one of his Nunchucks. "..a lady could hit you!" he finished, jumping up and kicking the soldier in the face.

"Ohh!" he moaned, as he hit the ground.

"You go, girl!" a waitress cheered.

The other soldiers then came closer to Mikey and the other Turtles.

"Don't hate me because I'm beautiful." he said in his normal voice.

"Troopers, attack!" the Lt. commanded.

The Turtles all took off their ropes - in Mikey's case, his dress - then brought their weapons out, and then dived at the soldiers.

"Hi-yah!" they all shouted.

The soldiers pushed past some aliens as the Turtles landed on the ground, then Raph punched one in the face, knocking him out, and then punched another in the face, knocking him out.

Elisa jumped and side flipped over one as it fired at her, then she kicked it in the back before she landed on the ground, knocking his onto his chest.

Two then fired at Mikey while charging at him, as he spun his Nunchucks around. He then flipped forward to avoid the blasts, but then one blast hit one of his Nunchucks, causing him to fall down onto his butt. He turned and looked to the food he'd left as a soldier came at him, and then he turned back as four soldiers aimed their blasters at him.

"You know, I hear the food here's extraordinary becant." he joked, speaking with a British accent, as he knocked the food into the soldier's faces with one of his Nunchucks.

"Ugh!" the soldiers groaned.

Mikey then jumped up and spun around as he kicked them all, knocking them down, as he perched on the table.

Cath jumped to dodge some blasts from two soldier's blasters, then she dived towards them and pounced on one of them, knocking him onto his back out cold. She then turned to the other, as it turned to her, then she whacked his blaster out of his hand with her Tonfas, and then kicked him in the chest, knocking it down.

Donnie whacked one with his Bo, knocking him away, and then did the same with another, sending it flying across the room. He then stabbed a third in the chest with his Bo as he came up behind him, knocking him into the wall, where he dropped his blaster. Donnie then turned and put his Bo away, before picking up the blaster.

"Fascinating." he said, amazed by the technology. "Shouldn't be too hard to find the 'on' switch."

He began tinkering with the blaster, as the soldiers came closer to him, Honeycutt and his siblings. One then fired his blaster at them, but missed, as Leo kicked another away, while Raph punched a third away. Elisa then kicked a fourth away as it charged at her, while Cath whacked a fifth in the chest with both her Tonfas, and then kicked him away, as Mikey whacked a sixth in the chest with one of his Nunchucks, knocking it down.

"Oh, dear." Honeycutt panicked. "They've got us surrounded."

Leo punched one in the chest, sending it flying away.

"Take out this alien trash, but don't target the Fugitiod!" the Lt. ordered. "On my order!"

The soldiers all aimed at Honeycutt and the Turtles, when an explosion went off behind them, knocking some of them down as a large hole came in the wall.

"Huh?!" Elisa muttered, turning to the hole, as three Triceratons - including Mozar - walked through the hole, all wearing masks on their faces.

"Find the Fugitiod!" Mozar commanded, pointing forward with his metallic arm, as more Triceratons showed up. "Destroy the rest! To victory!"

The Triceratons all fired at the Federation soldiers, making them all duck for cover, as did Honeycutt - who was caught in the crossfire.

"Oh, my..." he stuttered. "Oh, my..."

Leo pounced towards him, then picked him up and jumped behind a counter, where Raph and Elisa were hiding.

"Man, who invited the dinosaurs?" Raph wondered.

"Do you know who they are, Professor?" Elisa asked.

"Triceratons. A ruthless and war-like race." Honeycutt answered. "They're the sworn enemies of the Federation. I simply can't imagine what they're doing here."

A Triceraton then peeked over the counter, but then Leo kicked him in the face, knocking him down.

The Federation soldiers and the Triceratons kept firing at each other, while the Federation Lt. hid behind a pillar.

"Gen., we are under attack by Triceratons!" he reported into his headset, activating it. "Repeat:..."

**(Federation HG)**

Blanque sat in his chair, looking up at a hologram of the Lt.

_"..we are under attack by Triceratons!" _he reported.

"Triceratons?! On a Federation planet?!" Blanque exclaimed, completely shocked and angry. "They've gone too far!"

He got up from his chair and clutched his fist.

"Take 'em all out!" he ordered.

_"Yes, sir!"_ the Lt. said. _"We're..."_

**(The inn)**

"We're trying, sir!" the Lt. said.

Mikey jumped forward as a Triceraton fired at him, then landed on his hands, pushed them up, making him flip forward towards one, kicking it in the chest, knocking it down. He then ran and hid behind a pillar as another three fired at him, hitting the pillar as he peeked back out.

"We need a way outta here!" he called to his siblings, before more blasts hit the pillar.

Cath ducked down behind the chef's counter as fire came at her from both directions, making it nearly impossible to move.

"I'm open to suggestions." she called.

Under a table, Donnie was still tinkering with the Federation blaster he picked up.

"Finally." he said, closing it. "I'm on it!"

He patted the table.

"Hmm? Structurally sound." he deduced.

He pressed a button on the blaster, then placed it against the table support. He then came out from under the table, and then jumped onto it.

"All aboard the Turtle express!" Donnie called, as Raph jumped over another table as a Federation soldier fired at him.

Raph then jumped onto the table, then Cath jumped out from behind the counter and onto it, and then Mikey flipped himself towards it, and then onto it. Leo and Elisa both then ran towards them while helping Honeycutt along, when a blast nearly hit them, forcing Honeycutt to fall over. Leo and Elisa both turned to help him up, when more blasts hit the ground between them and Honeycutt.

"Look out!" Leo called, as a Triceraton ran towards Honeycutt, and then picked him up.

"Professor!" Elisa cried, reaching out, as the Triceraton ran off.

The Triceraton then threw Honeycutt to another, who then threw him to another, which kept happing until one by the hole caught him and put him down.

The Federation soldiers kept firing at the Triceratons and the Turtles, making Leo and Elisa jump onto the table their siblings were on to avoid the blasts, when the blaster beneath it beeped louder.

"Ahh!" Mozar and the Federation Lt. gasped.

A solider from both groups approached the Turtles, when the blaster beneath the table exploded, knocking them down, while the table blasted away.

"Whoooaaaa!" Mikey yelped.

The table then shot right out of the hole in the inn, then up into the air, before it floated back down to the ground, where it then skidded in an alleyway.

"Whoaa!" the Turtles moaned, as they all fell off the table.

They all then hit the ground hard.

"Owww!" they moaned.

"Now that hurt." Cath moaned.

"Tell me about it!" Mikey groaned.

Leo turned as he heard Honeycutt's voice.

"Hey! Get your hands off me!" he complained, as two Triceratons loaded him onto a cruiser. "Let me go!"

"Guys, look!" Leo shouted, pointing at the cruiser.

"Help!" Honeycutt cried, as the cruiser took off into the sky.

The Turtles all gasped, except Raph who growled, as the cruiser flew away.

"Help! I'm being Robo-napped!" Honeycutt shouted.

The Federation soldiers all ran out of the hole in the inn, then looked up at the cruiser, then the Lt. activated his headset and turned around.

"Gen., the Triceratons are escaping..." he reported.

**(Federation HG)**

_"..with the Fugitiod." _the Lt. explained, as Blanque looked up at the hologram.

Blanque's eyes widened in both shock and fear.

"If the Triceratons get their hands on the Teleportal, it...it'll be the end of everything." he gasped worriedly.

He then got angry.

"Scramble the troops! Full pursuit! We have to get that Fugitiod back! Ready my commando squad!" he ordered, pointing to a soldier by the computer, before walking away. "I'm leading this one personally!"

* * *

Back in the alley, Mikey ran away from his older siblings.

"Come on!" he said, stopping and pointing at the cruiser. "They're getting away."

"You mind telling us how we're gonna catch them?!" Elisa inquired.

Donnie turned, and saw another cruiser on the ground.

"Hey, guys, check this out." he said, running towards it.

The others all turned, and saw the cruiser looked like it'd been in a junkyard, 'cause it was old and rusty.

"That bucket of blots?" Raph questioned unsurely.

"You sure about this, Don?" Cath inquired.

"Oh, ye of little faith." Donnie scoffed, as the others gathered around him.

He opened the hood up, and began tinkering with it. The others - even Cath - looked unsure about the cruiser, when Donnie managed to hot-wire it, and then he hopped in.

"I am so good." he grinned, as smoke suddenly came out of the cruiser.

They all coughed for about a minute before the smoke cleared, and then Donnie chuckled nervously.

"Way to go, Donatello." Cath teased.

"Sidecar. I get sidecar." Mikey said, hopping into the sidecar of the cruiser.

Leo, Raph and the girls then hopped in, and then they all strapped in.

"Wrap 9, Mr. Sulu. Take us out of orbit!" Mikey ordered, sounding like Capt. Kirk from Star Trek.

"Hey, Don, you want me to drive?" Raph asked.

"It's all under control." Donnie assured.

"I hope so, for your sake, bro." Elisa said.

Donnie pressed buttons on the controls, then the cruiser lifted itself off the ground.

"Ugh..." Raph mumbled nervously.

They all then screamed as the cruiser flew off very fast. It then turned right at a low flying level, knocking an alien over back accident, before it finally got above the city, and flew out of it.

"Um...I meant to do that." Donnie blushed embarrassingly, as Raph, Elisa, and even Cath gave him a stern look.

"Very funny, Donatello!" Cath scowled sarcastically.

They all then screamed as the cruiser came towards two buildings that resembled the twin towers, which had only a small gap between them. It then turned sideways as it went through the gap, starching one as it did, before it straightened again once past them. It then knocked over part of a tower while flying over it, then raised itself up.

Mikey laughed happily as Raph growled, while the others all felt sick.

The Triceraton cruiser then lowered itself down until it was just over a field of mushroom plants. The Turtles cruiser then managed to catch up with it, and then raced after it.

"Mozar to base, we're being followed!" Mozar reported, pressing a button on the controls. "Destroy them!"

Three Triceratons on jetpacks showed up in the area.

"Affirmative, Commander." one said.

The three of them then shot up towards the sky as the Triceraton cruiser flew past them, followed by the Turtles', getting behind the latter as it flew over them. They then all fired at it, which got Elisa's and Leo's attention.

"We've got hornheads on our tail!" Elisa shouted.

"Man! I wish this flying bathtub had some weapons!" Raph complained, hitting the side with his fist. "We're sitting ducks!"

He then dodged a blast, as the three Triceratons kept firing at them.

"Turtles, actually." Mikey corrected, as the cruiser rose to a higher level.

"Whatever!" Raph scowled, as the Triceratons chased after them.

"This is just gonna take some extreme flying!" Donnie said.

"I was afraid you were gonna say that!" Raph exclaimed.

The cruiser swooped down towards the forest, then began twisting and turning amongst the trees. The Triceratons kept chasing and firing at them, as Donnie steered the cruiser to avoid the blasts, when it came right towards a tree.

"Donnie, look out!" Cath bellowed, pointing at it.

"Whoaaaaa!" all six of them yelped.

Donnie steered the cruiser past the tree, then two Triceratons followed, while the third crashed right into it.

"Oh, yeah. These bozos maybe tough, but Donnie here learned to drive in New York City." Raph commented, touching Donnie's shoulder.

Elisa turned and spotted the other two Triceratons.

"We're not out of the woods yet." she said, as they fired at the cruiser.

One blast then hit the back of the cruiser, damaging it slightly, then both Triceratons came up on either side of it - one for each side.

"We've gotta have some weapons in here!" Mikey complained.

Leo stood up. "Like Master Splinter says: anything can be a weapon in the right hands." he quoted, bringing his swords out.

He then sliced the back seat open, getting both girls to get up quickly, and then he lifted it up.

"You guys look tired!" he called to the Triceratons. "Have a seat!"

He threw the seat at them, which then hit one as he gasped in shock, damaging his jetpack, making him fall to the ground.

Mikey sniggered as he began pressing buttons on the sidecar, getting all the others turn to him.

"Um...leave the shiny buttons alone, Mikey." Donnie advised.

"Donnie's right. You don't know what they can do!" Cath agreed.

"But it might be something really good." Mikey hoped.

He pressed another button.

"Or not." he gulped, as they heard a clanking noise.

He and Raph then looked over at the sidecar connection, when it vanished, causing the sidecar to fall away from the cruiser.

"Aghhhhhh!" Mikey screamed.

"Mikey!" the others cried.

Mikey kept screaming as the sidecar leveled out, when the final Triceraton fired a blast which hit the back of the cruiser.

"We're hit!" Donnie exclaimed.

"We can see that, Brainiac!" Elisa scowled, as the cruiser began moving down towards the ground.

The sidecar then came alongside it, allowing Mikey to unstrap himself and jump off of it. He gilded down towards the cruiser, before Cath grabbed him and pulled him down.

"You okay?" Cath asked.

"Yeah." Mikey replied. "I'm saved. I'm saved!"

The Triceraton came closer to the cruiser, then ripped off one of the gilders keeping it up, and then he landed on the front hood, and ripped it off.

"We're going down!" Donnie exclaimed.

"Ahh! We're doomed!" Mikey whined. "We're doomed!"

Elisa covered his mouth with her hand.

"Shut up!" she scowled.

The others all screamed as the cruiser went flying towards the ground, small parts coming off as it did. It then crashed onto a tree, and then into another.

"The breaks!" Mikey screamed, pulling Elisa's hand away. "Hit the breaks!"

They all screamed as the cruiser slid along the ground, before it came to a stop on its side.

"Oww! Ahh!" they all moaned, as they fell out.

They all got back up in pain, and cracked their bones.

"Is everyone alright?" Cath asked, getting into doctor mode.

"Yeah." Elisa grunted, speaking for them all.

"Nice landing, bro!" Raph remarked sarcastically.

"Could've been worse." Donnie reasoned.

"I don't think so." Leo argued. "We lost the Professor. We'll never find him now. Which means, we'll never get home. We failed ourselves. We failed...Master Splinter."

He leaned against a tree sadly, when Elisa came up behind him.

"We'll find a way back home, Leo." she said hopefully. "I hope."

"We always do." Mikey said.

"Well...I took the liberty of attaching a Turtle Tracker to our little metal friend." Donnie said, taking the tracker out of his duffel bag.

"Good thinking, Don." Cath remarked.

Donnie looked at the tracker as it moved across the screen.

They all then gasped when they heard a noise.

"What was that?" Raph questioned, as they heard laser blasts.

"Fighting, nearby." Leo deduced.

"My guess, the Federation and Triceraton forces." Elisa guessed.

"Good guess." Cath commented. "Come on."

They all then ran off to where the lasers were coming from.

"Ahh. Just once, I wish we were running away from the explosions!" Mikey complained.

"Oh, shut up, Mikey!" Elisa scowled.

* * *

At the bunker, a bunch of Triceratons had formed a defensive position, while two dragged Honeycutt towards it, as they all fired at the Federation soldiers, who charged at them. A Triceraton cruiser and a one on a jetpack flew over the bunker as they all kept firing at each other, like in a warzone.

The Turtles then peeked out from behind a bush, and all saw the battle.

"What have we stepped into this time?" Raph wondered.

"I'll say, a warzone." Elisa deduced.

"Brilliant deduction, Ellie." Cath frowned.

They all turned aorund and looked up, as a Federation tank flew over them and into the battle.

Donnie then looked at the scanner, looking at the beep.

"Guys, the Fugitiod's in there somewhere." he explained, pointing at the bunker.

"It's rescue time." Raph announced, as they all brought their weapons out, and then jumped over the bush.

They all then dashed towards the battle, dodging blasts from both sets of troops.

Up above the battlefield, was a Federation carrier, which was firing lasers down at the Triercatons. Onboard it's bridge, was Blanque himself, who was observing the battle through some binoculars, as the soldiers onboard fired the lasers - except one who was piloting it.

"Stinking Triceratons!" Blanque said in disgust, lowering the binoculars.

Most of the Triceratons fled back towards the bunker - including Mozar.

"I want them obliterated!" Blanque barked, looking through the binoculars again. "All units, full attack!"

A Triceraton then ran past Mozar, who growled.

"Ohh! The Federation shall fall!" he swore angrily. "We shall hatch out brood in the ruins of their city!"

He aimed up at the carrier, as Blanque stared down at him, before Mozar fired.

"Ahh!" Blanque and the pilot yelped, as the carrier shook.

More blasts from other Triceratons hit the carrier, making it go down slightly. The Triceratons then fell back towards the bunker, when one came up behind Mozar.

"Commander, we have the Fugitiod secured inside." he reported.

"Excellent. All troops, fall back and prepare for dust-off!" Mozar commanded.

He then turned and ran into the bunker, then his troops all followed. The bunker door then lifted itself up as the Federation soldiers kept firing, just as the Turtles hid behind a bush.

"The hornheads are booking!" Raph exclaimed, his eyes wide. "Come on!"

He grabbed a nearby Triceraton blaster, and then ran towards the bunker. Once there, he jumped up and managed to get inside before the door closed, then two Triceratons fired at him. He fired back at them with his captured blaster, before they both turned and ran off.

"Heh, heh. These blasters are way cool." he commented.

He then whacked a big button on his right with his elbow, opening the door slightly. He then saw his five siblings all run towards it, then Mikey jumped in, followed by the girls, and then Leo and Donnie. Raph then punched the button, closing the door again, as the Federation soldiers kept firing at the bunker.

The Turtles then walked into the bunker, and then saw a cargo bay, confusing them.

"I don't understand." Leo said, stopping. "Why would a bunker have a cargo bay?"

The bunker then shook, making them all jump.

"Maybe because it's_ not_ a bunker." Donnie deduced.

* * *

Outside, the Federation soldiers retreated from the bunker, as it lifted itself off the ground, revealing itself to be a spaceship. It then banged against Blanque's carrier - which had manged to stay in the air, and then it shot off into space.

"That Triceraton ship must _not_ be allowed to leave the planet!" Blanque bellowed.

* * *

Up in space, a feet of Federation spaceships were orbiting the planet through an asteroid field.

_"Planetary defense, ready tractor beams!" _Blanque commanded.

As the Triceraton ship began to leave the atmosphere, Mozar and two Triceratons sat on the bridge, all not wearing their masks.

"Commander, the Federation ships are powering up tractor beams." one pilot reported.

"Activate the Iron Burn!" Mozar commanded.

"But that will use up all of our fuel!" the other pilot argued.

"It is the only way!" Mozar snapped. "Do!"

The second pilot pulled down a lever, and then the spaceship dashed away.

* * *

In the cargo bay, the impact caused the whole room to shake, knocking the Turtles off their feet, where they then banged against a wall. Mikey's teeth looked they were about to fall out as the spaceship dashed right past the Federation ones, and then it dashed far away from D'Hoonnib.

The Turtles then fell off from the wall, but then realized there was no gravity in the cargo bay, as they were floating above the ground.

"What the...?!" Elisa exclaimed, completely shocked.

Donnie moved towards a window like he was swimming, then looked out the window.

"Guys, check this out." he said.

Mikey and Cath then moved towards him, and saw that they were in outer space.

"We're in...space!" Mikey gasped, speechless.

"I don't believe it!" Cath exclaimed.

They all then turned as they heard a creek.

"Huh?" they gasped.

They all turned and saw part of the ceiling cracking up.

"Get away from there, guys!" Donnie urged to Leo and Raph, as they were closer.

The hull then cracked completely, and then everything not nailed down shot towards the hole like it was a vacuum.

"Ugh!" Raph moaned, as a box hit him in the shell.

Mikey, Donnie and Cath then grabbed a big metal box, then Elisa, Leo and Raph grabbed it as well, and then they pushed it towards the hole, closing it, making the box bend. All six of them then began to gasp for air, as it had been sucked out.

"We don't have any..." Mikey gasped.

"Air!" Raph finished, grunting.

"Save...your...breath." Leo urged weakly.

"But how do we-?" Mikey asked.

"Save...your breath!" Leo repeated, as Donnie began to choke.

"But-" Mikey argued.

"Save...your breath!" the others said together.

"Oh..." Mikey said.

They all then floated off around the cargo bay, as the spaceship jumped to lightspeed, to who knows where.


	3. TIS Part 3: The Big House

On the Planet D'Hoonnib, Professor Honeycutt sat in his lab.

_Honeycutt: My Name is Honeycutt, although I've been reclassified as the Fugitoid._

A image shows him both before and after he got stuck in his robot body.

Lighting strikes and hits Honeycutt and his robot Sal.

_A freak accident caused my mind to be transferred into the body of a robot._

Honeycutt's mind then gets zapped into Sal's body.

In the Federation HG, Gen. Blanque turns away from a wanted poster image of Honeycutt on a computer screen.

"Find that Fugitiod!" he ordered.

Honeycutt runs down an alley, but finds its a dead end.

_I am being..._

He turns around, as a squad of Federation soldiers stop in front of him.

_..hunted down by some rather..._

Blanque tells his aide Lonea about the possibilities of the Teleportal.

_..uncouth gentlemen from my own government who want to force me_

They both stare at a picture of the Teleprotal on a computer screen.

_..to build my intergalactic Teleportal device..._

A missile bomb vanishes, and then a planet blows up.

_..as a weapon of mass destruction._

A blue light hits the alley between Honeycutt and the soldiers.

_But I was aided by six strange looking green fellows..._

The Turtles then materialized in front of the Professor.

_..who fortuitously materialized out of nowhere._

Raph landed behind a soldier as it fried at him, and then he spun around and kicked him.

_They helped me escape the Federation..._

Elisa jumped and rolled towards another, before tripping him up.

_..ruffians only to have me..._

Leo and Donnie both jump and kick one at the same time.

_..captured by the Federation's sworn_

A Triceraton flung Honeycutt towards another, and then they kept doing it until one grabbed him by a hole in a wall.

_..enemies, the Triceratons._

The Triceratons take off with Honeycutt onboard a flying cruiser car.

"Help!" Honeycutt cried, as the cruiser took off into the sky. "Help! I'm being Robo-napped!"

_Oh dear, what became of my friends after that, I have no idea..._

The six Turtles look up at the cruiser helplessly.

Two Triceratons drag Honeycutt towards a spaceship disguised as a bunker, as a battle between the Federation and Triceraton soldiers took place.

_Mikey: Ooh, ooh, I know, I know._

The turtles all run through a wooded area of mushroom trees.

_We were trying to rescue Professor Honeycutt.._

The Turtles all run towards a spaceship's door - expect Raph as he was already inside.

_..we followed him into this Triceraton bunker, only_

Mikey jumped in, followed by the girls, then Leo and Donnie, then the door closed.

_..it wasn't exactly a bunker, and..._

The spaceship lifted off the ground, as the Federation soldiers retreated.

_..it wasn't exactly..._

Donnie, Cath and Mikey all stare out of a window, seeing they're in space.

_..full of air, and I'm..._

The Turtles then all float through the air, while gasping for breath, before they all floated around the cargo bay.

_..not exactly sure how much longer we're gonna be alive!_

* * *

Deep in space, among a bunch of asteroids and planets, the Triceraton spaceship, came out of hyperspace. It then soared towards a much larger cone shaped ship, which had six claws stretching out of it.

On the bridge, Mozar was sitting in his chair, looking up at it with his one eye. The door behind him then opened up, as Honeycutt walked in uneasily, followed by two Triceratons.

"Ah, Professor Honeycutt." Mozar said, spinning his chair around to face Honeycutt. "You honor us with your esteemed presence."

"Oh, my, thank, I..." Honeycutt stuttered. "Wait, how do you know who I am?"

Mozar got up from his chair.

"We learned your identity from an old_ friend_ of yours;" he explained, huffing. "Gen Blanque."

Honeycutt looked blankly at him, as he touched his shoulder.

"We know you hold the secret of the ultimate weapon inside that robot brain of yours." Mozar explained, tapping Honeycutt's head. "And the Triceraton Republic will have it. One way, or another."

He turned to an officer with a shoulder pad over his left shoulder.

"Ensign, I want this scout ship inventoried and inspect it for damage when we land!" Mozar ordered, as he turned around, and walked Honeycutt away.

The officer saluted by punching his chest with his fist.

The scout ship then went inside an open hanger on the bigger ship, and then docked in the docking bay. The cone ship's engines then fired up, and it dashed away, before jumping to hyperspace.

Onboard the scout ship, the Ensign, and eight other Triceratons, all entered the loading bay, and looked around at the mess that had been made by the vacuum of space.

"The hull's been breached." the Ensign said, putting his hand on his chin as they looked up at the broken box over the crack.

"Sir, stowaways!" a soldier called, as another carried a box away.

The Triceratons all turned, and saw the Turtles all sitting in a mediating position, with their eyes closed.

"This chamber had no atmosphere." the Ensign said. "They can't possibly be alive!"

He touched Raph's right hand, then held it against his face.

"Get your paws off me, you ugly three horned dinosaur!" Raph snarled, pulling his hand away.

"I'd listen if I were you, 'cause he get's pretty mad sometimes." Elisa giggled.

"Alive?!" the Ensign exclaimed. "But how?!"

"It's called Chi Gong." Leo explained. "Eternal breathing."

"Our ninja training teaches us how to slow our breath and heartrate, enabling us to survive the loss of atmosphere." Donnie explained. "For a while anyway."

"I don't know about you guys, but now I'm ready for a good taste of good old oxygen." Mikey smiled.

He and Cath both took a breath of the atmosphere in the ship, but then Cath smelled something wrong, as they both coughed.

"Something's...wrong!" Cath coughed.

"Oxygen? We Triceratons breath a hearty mixture of nitrogen and surfer." the Ensign explained, crouching down.

Leo, Raph, Elisa and Donnie all began coughing too, as the atmosphere was bad for them. The Ensign got up and turned to his men.

"Take them away for interrogation!" he ordered. "And get me six atmosphere converters!"

The Turtles kept coughing badly.

* * *

Later, the coned ship came out of hyperspace in another galaxy, and soared past a moon.

On the bridge, a bunch of Triceratons were working on the controls, as Mozar and Honeycutt walked towards a window.

"Behold, the Triceraton Homeworld!" Mozar said, pointing to a much bigger cone ship ahead of them with his metal hand.

The smaller cone ship moved towards the Homeworld, which had a bunch of smaller cone ships all around it, either held in by claws, or floating around it.

"Glorious, is it not?" Mozar inquired.

The cone ship then docked with a claw as it came out of the Homeworld.

"Come." Mozar said, turning Honeycutt around. "The High Council awaits."

* * *

Later, inside a room on the Homeworld, sat seven Triceratons at a table, all looking at Honeycutt. Three sat on its left, another three on the right, while the last one - who had red skin, and was called Zanramon, who the Prime Leader of the Triceraton Republic - sat on the throne at the back.

"I can offer you protection from your Federation pursuers." Zanramon offered. "Plus, full rights as a citizen of the Triceraton Republic. You need no longer be a furtive robot."

"That's very kind of you, Prime Leader Zanramon." Honeycutt admitted, starching his head. "But, I cannot in good conscience build a device that could potentially be used for such destructive purposes."

Zanramon slammed his fist down on the table.

"You will be crushed into submission!" he growled angrily.

He then clamed himself and straightened his suit.

"I mean..." he cleared his throat. "Um, my friend, the Triceratons only seek stability, not conquest. Your Teleportal will be a weapon of peace, not war."

"I only wish I could believe that." Honeycutt said, shaking his head.

A hologram of the Triceraton logo appeared near Zanramon's throne, before it turned to the Ensign who'd found the Turtles - now holding their weapons under his arm.

_"Please excuse us, Prime Leader, but we found something on the scout ship." _he explained.

"This had better be good, Ensign." Zanramon sneered. "Put it on screen."

The small hologram vanished, and then a bigger one appeared over the table, showing the Ensign, four more Triceratons, and the Turtles, now all with a atmosphere converter in their mouths, which was attached to their belts.

_"We discovered these stowaways in the hold, and-" _the Ensign explained.

"The Turtles?!" Honeycutt gasped. "Here?! How?!"

"You know these creatures?" Zanramon inquired.

"Please?" Honeycutt begged, turning to the hologram. "Don't harm them?"

"As you wish. Keep the creatures alive, Ensign!" Zanramon ordered.

The Ensign saluted, before the hologram vanished, and then Honeycutt turned to Zanramon.

"For now. Let's skip the diplomacy, shall we. You have one orbital cycle to begin work on your Teleportal. If you refuse, your friends will be executed!" Zanramon warned.

Honeycutt gasped in shock.

* * *

Later, a small Triceraton carrier ship flew towards one of the small cone ships attached to the Homeworld, then flew inside it. It then landed in the middle of a courtyard, as spot lights moved all over it from a fence above it. A door then opened up from the side of the ship, then a Triceraton walked down it.

"Prisoners, move out!" another snarled.

Donnie then walked towards the door, past the Triceraton standing by it, then looked around at the courtyard.

"Ahh!" he moaned, as the Triceraton pushed him forward.

The others then approached the Triceraton.

"Hey, watch it!" Leo complained, as he and Raph stared at him.

"Not now, guys." Elisa urged, before a third Triceraton pushed them all forward.

Cath then ran after them to check, while Mikey stopped between the two Triceratons.

"Whoa!" he yelped, as the third pushed him forward.

The Turtles all then moved forward on a conveyer, along with two Triceratons. As they did, more Triceratons were wrestling with a large alien covered with horns on another conveyer, which was heading towards the ship.

"Ahh! Have mercy, please!" the alien begged. "Noooo! Please don't take me to the Games! Anything but the Games! Let me go!"

The Triceratons then pushed him onto the ship, before the door closed, as the Turtles watched it.

"Okay, I'll bite, what are the Games?" Donnie inquired, turning to the Triceraton in front of them.

"Pray you_ never_ find out, alien!" the Triceraton snarled.

"Okay, that's rude." Cath commented.

"Fresh meat, ready for processing!" the Triceraton bellowed, pointing at the Turtles.

The conveyer then stopped near a third Triceraton, who was standing behind a control panel on the Turtles right. It then pressed a button, then a large machine with different types of arms appeared above the Turtles.

"Huh?" they all muttered, as it lowered down to them.

"Prisoners, step back with your hands up!" the Triceraton behind them ordered, pointing his blaster at them.

The Turtles all held their arms up, then a blue ring appeared around all of their wrists. They all then lowered their arms while looking at the rings, before the Triceraton behind the panel pressed another button, locking the rings together, turning them into cuffs.

"Arghh! Ughh!" they all moaned.

A robotic arm then lowered itself down and attached a tattoo of some sort onto Donnie's right arm. Another then did the same to Leo, then Elisa and Cath, and then Raph and Mikey.

"Ahh!" Mikey screamed, while Raph growled.

The Triceraton behind the panel pressed another button on it, then the machine moved away, as a door opened in front of the Turtles, as the conveyer moved them through it.

Later, the Turtles and three Triceratons stood outside a door in a hallway, which had other doors on either side of it. A Triceraton then ran a triangular shaped keycard through a slot, then pushed Donnie inside.

"I thought you separated the girls from the boys in this matter!" Cath scowled, before the Triceraton pushed her inside.

"Only when you're not the same species!" he snarled, before pushing Elisa into the cell.

Leo and Mikey then stepped into the cell, before another Triceraton touched Raph's shoulders.

"Inside, alien scum!" the Triceraton snarled.

"Who are _you_ calling alien, Dino-beak!" Raph scowled.

The Triceraton raised his arm up to smack Raph as he growled.

"Uh, uh, uh. Your boss wants us alive." Raph reminded him.

The Triceraton with the keycard pressed the orange button on it, causing Raph's tattoo to shock him with electricity.

"Ahhh!" he groaned, as he fell into the cell.

"I can make you wish you weren't!" the Triceraton smirked, before the door closed.

"Way to get him riled up, Raph!" Elisa scowled.

* * *

Later, all the cell doors opened, and all the prisoners walked out of them into the hallway.

"Move it out!" a Triceraton ordered. "Chow time."

The prisoners all walked down the hallway.

"Finally. I'm so hungry, I can't think straight." Mikey said happily, rubbing his tummy - as the cuffs were now turned off.

"Don't you think of anything else?!" Elisa asked, slapping his head.

"And I thought you were just born that way." Raph joked.

"Oh, a wise guy." Mikey scoffed, turning to Raph.

He then bumped into a large bulky pink alien wearing only brown shorts.

"Aghh!" the alien growled, turning to Mikey, showing he wore a mask over his mouth.

"Uh..." Mikey stuttered nervously. "Oops."

"No one touches Rynokk." the alien snarled, raising his arm up.

Mikey panicked as he backed away, when Raph moved towards Rynokk.

"Hey!" he snarled, as Leo and Elisa held him back.

"Raph, we've gotta hit a low profile." Leo whispered.

"Leo's right." Elisa agreed. "Now's _not _the time."

Rynokk laughed as the other aliens all stared at the Turtles, before he walked past the others. A grey bug like alien with blue shorts and large eyes called Sleeg came up behind the Turtles.

"Ooh. You do not want to mess with Rynokk." he cautioned. "He's the king of this cellblock. I'd make nice with him if I were you."

* * *

Later, the Turtles were in the mess hall, along with Sleeg, who was showing them around. They all carried a bowl, as they watched an alien pull a lever on a machine, which poured some liquid into his bowl.

"Now remember, deserts are the main commodity on the inside." Sleeg explained, Mikey in front of him - licking his lips - while the other Turtles were behind him. "You can use them to buy and sell just about anything."

Rynokk punched his fist in front of a smaller alien, scaring him into giving up his desert to him.

Mikey pulled a lever and liquid fell into his bowl.

"No way anyone's getting my dessert." he said, before he took some in his hand, and then ate it.

A Triceraton then approached the alien from earlier.

"You, wax detail!" he ordered, holding up a brush, which he put into the bowl. "I wanna see that floor shine."

He walked off, as the alien got down, and began scrubbing the floor, as Mikey and Sleeg looked at him.

"Uh, those are the desserts over there." Sleeg explained, pointing to another alien.

The alien pulled a lever on another machine, which then poured liquid into his bowl.

"That's the floor wax dispenser." Sleeg explained, pointing to the machine near Mikey.

"Floor wax!" Mikey gasped.

He then covered his mouth as he was about to be sick, before he ran off.

"What a goofball." Cath joked.

"Not off to a good start, are we?" Donnie inquired, as Mikey puked into what looked like a bin.

"It'll get worse when they realize your friend just hurled in the salad bar." Sleeg explained.

Mikey then puked in it again.

* * *

Meanwhile, inside a laboratory on the Homeworld, Honeycutt was behind a table, being watched by two Triceratons, as he reluctantly worked on his Teleportal.

"Ahh!" he frowned, knocking over some stuff off the table.

He moaned as he put his hands on his head, and then the Triceratons pointed their blasters at him.

"What am I to do?" the Professor wondered. "If I build the Teleportal, I can help the Turtles return to their home planet. On the other hand, I can't put the most dangerous weapon in the galaxy, in the hands of those horrible Triceratons."

He turned and walked towards a computer.

"Yet, I can't let them execute those poor little fellows." he went on. "Oh, I should _never_ have designed the Teleportal in the first place!"

* * *

Later, the Turtles were led back to their cell by a few Triceratons - their hands now cuffed again. Once the door opened, they all got inside, and then Leo, Raph and Elisa all turned to a Triceraton, before the door closed on them. Once that happened, the cuffs became inactive again, allowing them to move their hands.

"We need to step up our escape plan." Leo explained, bringing out two spoons he'd swiped from the mess hall. "I got spoons. What did you guys swipe?"

Raph took out a plastic cup from his mouth.

"I got a cup." he explained.

Cath took out some small cloth from her belt.

"I got some pieces of cloth." she said.

Donnie took out a ball of wax from his knee cap.

"I got some floor wax." he said.

Elisa took out a small piece of gum.

"I got some gum." she said.

Mikey searched himself, as he'd been too busy eating and puking up floor wax to bother swiping stuff.

"Um...Uh... I got a rock." he then said, picking one up from on the floor.

The others all looked at him unimpressed.

"Oh, right. Like we're gonna use floor wax and gum to bust outta here?" Mikey frowned sarcastically.

"Maybe." Donnie said.

He bent down as the others gathered around him.

"If my theory is correct about its chemical compensation..." he explained, putting some wax on the floor. "..mix this with a little soot..."

He picked some soot off from the floor, and put it on the wax.

"..add a drop of moisture..." he went on, holding his atmosphere converter over the wax, before a drop came out of it and onto the wax, making it steam up. "..and you've got a crud but effective smoke bomb."

Smoke came out of the wax, making Mikey back off slightly.

"Yes." Donnie whooped. "I love it when I'm right."

"Of course you do." Cath joked, patting his shoulder.

"Well, what's the gum for?" Mikey inquired, turning to Elisa.

"Ahh!" Elisa frowned. "Don't you remember all those mystery and horror movies you've watched?"

"Um, yeah." Mikey answered.

"Well, in one I've seen, they used gum to seal doors shut by putting it behind the doors." Elisa explained. "Although in this case, it'll have to go in the middle of the doors."

"Oh, right." Mikey understood.

"I've been timing the cell block gate." Raph explained.

The screen splits in half - him at the top, and the bottom showing two Triceratons walked down the hallway towards a door.

"Once it's open, there's a five second delay before the lock resets." he explained, as the Triceratons walked through the door, and then split up by walking down different routes.

Leo began using one of the spoons to create a diagram on the floor of their escape plan.

"Once we get past that, we can access the drainage system, that'll get us into the excise yard." Leo explained. "From there, we stick to the shadows, and scale the outer wall."

"Uh, I think we're missing one small thing, Leo." Cath pointed out.

"What?" Leo inquired.

"We still need a guard's keycard." Donnie realized. "That'll require a distraction."

"Finally, something I'm good at." Mikey said, rubbing his stomach.

"Then it's settled. We go tonight." Leo decided.

* * *

Later, the six Turtles all sat at a table together in the mess hall, while other aliens ate their food. A Triceraton carrying a club then began walking through a gap between the tables, then walked past the Turtles, as Donnie held up a cup.

Another Triceraton then past them all as they all turned to it, then Donnie took out a smoke bomb he'd made, which was wrapped in one of the cloth's Cath had swiped.

"Alright, I've wrapped the smoke bomb in a damp cloth." he whispered, before adding some water from his atmosphere converter, and then placed it under the table. "It'll act like a fuse, delaying the chemical reaction by about six hours."

"Show time, bros." Mikey said, getting up.

"Hold up, we got trouble." Leo hissed.

They all turned to Ryonkk walking past some more prisoners, with a bowl full of food.

"Give it up, weaklings!" he snarled, as they handed over their food.

He then pushed an alien out of the way, before walking towards the Turtles.

"Hand over yours, freak?" he snarled, pointing at Raph.

"Who're you calling freak, freak?" Raph snarled, as he got up.

Ryonkk pushed Raph back into his seat.

Elisa grabbed Raph's arms as he growled.

"Cool it, bro." she urged. "Don't!"

Raph ignored her and pounced at Ryonkk, before kicking him in the chest, knocking him across the room.

Leo made to a Triceraton's keycard, but it moved away before he could grab it.

"Wait!" a Triceraton snarled, as he was the head guard, as two more came up behind him. "This should be good."

The prisoners - apart from the other Turtles - all surrounded Raph and Rynokk, as they began circling each other. They both growled at each other, before Raph ducked under a punch from Rynokk, and then jumped as he tried to punch him again. He then side flipped across the circle as Rynokk tried to grab him, who then turned to him.

"Rynokk! Ryonkk!" the aliens chanted, including Sleeg. "Rynokk! Rynokk! Rynokk! Rynokk!"

Raph then jumped and kicked Rynokk in the head with both feet, then back flipped back towards the floor. The crowd kept chanting 'Rynokk!', when Rynokk picked Raph up, then led him towards a table, and then smashed his shell against it.

"Rynokk! Rynokk! Rynokk! Rynokk!" the crowd cheered.

Raph then picked up some liquid food from the table, and threw it in Rynokk's eyes, blinding him. He removed the food from his eyes as the crowd kept chanting his name, then his eyes widened as Raph kicked him in the chest, knocking him clear across the room and out cold.

The crowd all looked shocked, as if no one had ever beaten Rynokk before.

"Green guy! Green guy!" they chanted. "Green guy! Green guy! Green guy!"

"Oh, no." Elisa gulped, turning to the Triceratons.

"These shellbacks have spunk." the head guard commented. "They'll make prime candidates for the games."

Rynokk got back up, then growled as he jumped towards Raph, who then back flipped onto a table, lifting it up like a see-saw, causing Rynokk to crash into it, and then he collapsed from dizziness. The crowd cheered as Raph bent the table down, and then jumped off it.

"I've seen enough!" the head guard snarled.

He pressed the blue button on his keycard, causing Raph's tattoo to spark up, making the electricity from it shock him, and then he fell onto the floor.

"Take him to solitary!" the head guard bellowed.

Two more Triceratons walked towards Raph, and then picked him up as he woke up and growled, trying to break free - even though his hands were cuffed together again.

"Get your hands off of me?!" he demanded, as his siblings all watched helplessly.

"I should've stopped him." Elisa moaned, looking down.

"Hey, even you can't stop him all the time." Cath assured, touching her shoulder.

Elisa nodded as they turned to the boys.

* * *

Later, the Turtles - except Raph - were all back in their cell, rethinking their escape plan, as Leo drew on the floor with a spoon, while Mikey was chomping on some food he'd swiped.

"Alright, Plan B: We can still make it through the drainage system from solitary, we just need to spring Raph first." Leo explained.

"But how do we get close enough to a guard to swipe his keycard?" Donnie wondered.

"Don's right." Elisa agreed. "I mean, we didn't have much luck before Raph got thrown into solitary."

"If a prisoner's really sick, they have to take him to the infirmary, right?" Leo questioned, rubbing the plan away.

"How do you make that convincing?" Mikey inquired, as he kept chewing on the food.

The others all stared at him, all having the same idea in their heads, and then Donnie took out some more floor wax he'd swiped from his belt.

"Hmm? No!" Mikey said, dropping the food in his hand. "No way!"

The others approached him.

"Come on, Cath!" Mikey complained.

"Normally, I wouldn't agree with this." Cath admitted. "But in this case, it's necessary."

Mikey gulped as the other three and pinned him to the floor, and then began filling his mouth with floor wax.

Outside, two Triceratons were patrolling the hallway.

_"Help! Help!" _Donnie called, pounding on the door.

_"Guards! Guards, we need help!"_ Leo called.

_"My brother's not well!" _Cath pleaded, as the guards walked towards the Turtles cell.

_"Hurry!" _Elisa cried.

_"Help, come guards!"_ Leo called.

_"Quick!"_ Donnie called, once the guards made it to the door.

_"My brother's sick!" _Cath cried.

One of the Triceraton's ran his keycard through the holder, opening the cell door. He then walked into the cell, picked up Mikey by the neck.

"Fools!" he snarled. "That trick won't work in here!"

Mikey then puked up floor wax all over the guard, as the other Turtles looked away.

"Uh..." he moaned, as the guard dropped him.

"Disgusting." the guard commented.

* * *

Meanwhile, in the empty mess hall, Donnie's smoke bomb suddenly went off, sending smoke all over the place.

* * *

Back in the cell, the guards gasped as an alarm went off.

_"Code red, cafeteria!" _a voice bellowed. _"Repeat, code red, cafeteria!"_

The two guards walked towards the door.

"I'll deal with you filth later!" one snarled, as they both turned to the Turtles.

The door then closed, leaving the Turtles by themselves, their hands still cuffed.

"Did you grab their keycard, Donnie?" Leo asked.

"I thought Cath was gonna get it." Donnie admitted.

"I thought Elisa grabbed it." Cath admitted.

"I thought Leo was getting it." Elisa admitted.

Mikey then spat more floor wax out of his mouth onto the floor, but he also spat out a keycard.

"Raph better appreciate this." he said.

"I'm not touching that keycard." Donnie said disgustedly, walking towards it. "At least, not anymore than I have too."

He pressed the red button on the keycard with his foot, making the cuffs disappear on them all. He then picked the keycard up with his right foot, then pressed the red button again, this time causing their tattoos to fall away, not leaving a mark. He then turned around and pressed the orange button, opening the cell door.

They then all peeked out of the door and looked down the hallway. They saw a two Triceratons walked towards a door as it opened, and then through it.

"Five seconds till the lock resets." Leo reminded the others quietly.

He, Donnie and the girls then ran towards the door, while Mikey burped while following slowly.

"Move!" Leo hissed, as the door began to close.

"Ahh!" Mikey complained, as the others jumped through the door. "You try moving after losing your lunch?!"

Once he got close to the door, he jumped towards it, but he landed inches away, forcing Leo and Elisa to pull him through the door just before it closed.

* * *

A little later, they ran through a hallway towards the solitary cell Raph was in, when they stopped at a door.

"Now, if I read my Triceratonese correctly, this is where they should be keeping Raph." Donnie deduced, looking at a sign.

"Are you sure, Don?" Cath inquired. "I mean, we don't know any D'Hoonibbian, remember?"

"I'm sure, Cathy." Donnie assured, running the keycard through the lock.

When the door opened however, they saw it was just a janitor's closet.

"You were saying, Donatello?!" Cath teased.

Donnie turned to her looking embarrassed.

"Uh, maybe we should see what's behind door number 2?" Mikey suggested, as Donnie entered the closet.

He then picked up a broom, and then began spinning it around like a Bo. Mikey and the girls entered the closet as he sent a whack attack, then spun it over his head, and then held it downwards.

"Ha! At least it's not a total loss." he said.

Mikey grabbed a pair of connecting brushes used for cleaning out toilets.

"Hey, what do you think?" he inquired.

"That I don't want to know where those brushes have been." Donnie remarked disgustingly.

Elisa then picked up two brushes, while Cath picked up a pair of dusters.

"I guess they'll do for now." Elisa commented.

"Better than nothing." Cath added.

Leo then came over while twirling a pair of plungers.

"Not exactly Katanas, but-" he began, putting them over his back.

A banging noise then got their attention, then they all walked towards the door it came from. Donnie ran the keycard through the slot, opening the door, showing Raph on the other side.

"What took you guys so long?" he inquired, as Donnie pressed the red button on the keycard, removing the cuffs and tattoo on him.

"Something came up." Mikey replied, rubbing his stomach as it growled. "Actually, a _lot_ of something came up."

"Trust me, you don't wanna know." Leo assured.

"You bring me a weapon at least?" Raph asked.

Leo casually brought out the two spoons he swiped, and handed them to Raph, who wasn't entirely pleased.

"Next time, keep your cool, bro." Elisa hissed. "'Cause it might be a lot worse."

"Right." Raph said.

"Come on." Leo said. "We can access the drainage system this way."

They all ran down the hallway, with Elisa bringing up the rear.

* * *

Back in the lab, Honeycutt was now pacing in front of the table, when the door between the two guards opened up, and Zanramon came in.

"Professor Honeycutt, your time is up." he reported, walking towards a computer. "Now watch, as the first of your friends is executed before your very eyes. You could've saved them."

Honeycutt gasped as Zanramon turned to the computer screen. He pressed a button on the computer, showing the solitary cell Raph was meant to be in, but saw it was empty.

"Gone!" he gasped, completely shocked, before pressing another button. "Guards!"

* * *

Out in the exercise yard, the spotlights moved all around it, when Raph lifted a manhole cover up, and climbed out of it. He then ran off as Leo climbed out, followed by Cath, Donnie, Mikey, and then Elisa - who put the manhole cover back first.

Once they all made it to the shadows, they all gathered together by a wall.

"Congratulations, guys." Donnie whispered. "We just made early release."

A spotlight then shined on them all, and then an alarm blared.

"You were saying?!" Elisa scowled.

"So much for the quiet escape!" Cath moaned.

They all turned as a squad of Triceratons with clubs marched towards them.

"Subdue the prisoners!" the Sgt. ordered.

A Triceraton brought out a remote and pressed a button on it, but nothing happened, since the Turtles had removed their tattoos. The guard began to panic as he kept pressing the button, when the Sgt. grabbed him by the collar.

"I said 'Subdue the prisoners'!" the Sgt. repeated angrily.

The guard kept pressing the button, but nothing happened, making him panic some more as he and the Sgt. turned to the Turtles.

"Hyah!" the Turtles shouted, bringing out their weapons.

The guards looked at Raph's spoons, Leo's plungers, and the cleaning tools Donnie, Mikey and the girls had picked up, and then laughed, thinking it was a joke.

The Sgt's. laugh then stopped however as Leo threw a plunger right over his mouth, shutting him up. Leo then jumped and kicked the Sgt. in the chest with both feet, knocking him onto the one with the remote. He then used his other plunger to block a whack from another's club, before hitting him with his shell, knocking him down.

Two more then came at him from behind, but Raph and Elisa both jumped up and kicked one away each. The three of them then all jumped up as three more Triceratons came at them, and then they all kicked one away, knocking them down.

Cath and Mikey both stood back-to-back as four surrounded them both. Cath then jumped up and pounced on one of them, knocking it down, then she turned to another and hit it in the chest with the dusters, tickling him.

"Ha, ha, ha!" he laughed, unable to stop.

Cath then jumped up and kicked him, knocking him down.

Mikey whacked one in the head with one end of his connected brush, making him go dizzy before Mikey kicked it in the back, and then onto the fourth.

Donnie jumped up as he whacked one in the chest with the end of his broom, getting behind him as he clutched his chest. He then moved the broom along the floor like he was sweeping it, and tripped the Triceraton up onto his back.

"Spoons!" Raph bellowed, diving towards one while spinning the spoons around.

The Triceraton turned to Raph, then tried to whack him with his club, but missed as he jumped up. Raph then whacked him in the chest with a spoon as he tried to hit him, then blocked his club with the spoons, and then dodged another whack. He then ducked under another whack, then jumped over another, before knocking the club away.

"Huh?" the Triceraton muttered.

Raph spun his spoons around, before holding one up by the Triceraton's throat.

"Not so tough without your little shock button, are you?" he inquired, as Donnie kicked one away behind him.

One then came up behind Raph and wrapped his arms around him, squeezing him tight. He gritted his teeth as he spun his spoons around, before hitting the Triceraton's arms with them, causing him to let go. Raph then jumped and kicked the one in front of him, and then kicked the one behind him, knocking them both away.

Elisa jumped over one as he tried to whack her, then she kicked it in the back, knocking it onto his chest. She then turned as another came at her, then she rubbed one of her scrubber's against his chest, before butterfly kicking him in the chest, sending him flying across the yard.

Leo ran towards a wall as four chased after him. Once there, he used his plungers to scale the wall slightly like suction cups, then pulled them off and jumped off the wall, landing behind the Triceratons, kicking one in the back, knocking it onto the others. He spun the plungers around, and then kissed them both one by one, before looking disgusted by what he'd just did.

"Bleech!" he said.

Mikey back flipped away from two, then spun around the top end of his brush, as they charged at him. He then turned around and knocked one's club away with his brush, before wrapping the others arm under the brush, and then pulled him over onto the first one, knocking them both out.

"What do you know, these things clean all kinds of toilets." he commented, looking at the brush.

Donnie held back a Triceraton who was leaning over him, by having his broom over the horns, when Mikey came running towards them. He then jumped onto the Triceraton's back, held his brush over the horns, pulling him upright.

"Yee-haw! Hi-ho Triceraton, away!" he whooped, riding the Triceraton like a bull at a rodeo.

Donnie then whacked it in the back with his broom, knocking him down onto his back as Mikey jumped off it, and then landed on its chest.

"Hey, not bad for a bunch of cleaning supplies." Donnie admitted.

A blast then destroyed his broom, making all six Turtles - as they'd all heard the blast - turn to the door, where several more Triceratons were standing. They all fired their blasters at the Turtles, freaking them all out and causing them to drop their weapons.

"Yikes!" Mikey yelped, as they all jumped backwards towards the wall.

Once gathered together, they all ducked as the blasts came at them again.

"Set your blasters on stun!" the leader ordered, before the Triceratons did just that. "The Prime Leader wants them alive!"

"If we're gonna go down, we're gonna take a piece of them with us!" Leo snapped, clutching his fist determinedly as he got up.

His five younger siblings all got up, and then they all charged at the Triceratons. One by one however, they all got hit by a stun blast and fell over, expect Donnie who managed to jump up, before one hit him, knocking him down.

They all then moaned as the Triceratons gathered around them.

"Word's come down from the top: they're to be shipped off to, the Games!" the leader explained.

A small carrier ship then showed up in the courtyard, which then landed on the ground, as two Triceratons picked up a Turtle each.

"So, what exactly are these games?" Mikey inquired curiously.

The Triceratons began dragging the Turtles towards the carrier, as the door lowered itself.

"For you off-worlders, certain doom." a guard laughed.

Leo was then loaded onto the carrier, followed by Raph, Elisa, Cath, Donnie and then Mikey. The carrier door then closed shut, then it took off from the ground.

* * *

Later, it flew amongst the ships of the Homeworld, until it got close to a cone ship with an arena inside. Once it landed on a landing pad, it opened its door, and then the Turtles stepped out - all now with the cuffs and tattoos back on. A few Triceratons then approached them, and then led them towards a large door, which then lifted up. They saw it was an entrance to the arena, and inside, was a giant purple monster with sharp teeth, and a bunch of tentacles all around it, which was called a Spasmosaur

It growled angrily, as a crowd of Triceratons all cheered from the stands.

A Triceraton turned off the Turtles cuffs as they stared at the Spasmosaur in shock, before the Triceratons pushed them into the arena. The door then closed behind them, trapping them inside the arena, before Raph turned and saw a statute of Zanramon nearby.

"You know, I'm really starting to miss the Shredder right about now." Mikey admitted, gulping.

"Me too." Elisa gulped. "I think I'd rather take_ him_ on again than _that_."

They all stared at the Spasmosaur, as it got closer to them.


	4. TIS Part 4: The Arena

The Turtles all stand on a platform in the T.C.R.I building, before it lit up brightly.

_Raph: Even though we got beamed half way across the galaxy..._

A beam shoots out from the building, and into outer space. The beam then lands in the middle of an alleyway, between Honeycutt and some Federation soldiers.

_..the last couple of weeks have been business as usual..._

The Turtles turn to the soldiers as they aim at them.

_.._if _you're a Ninja Turtle_.

"Fire!" the leader ordered.

The Turtles jump to dodge the blasts.

_It's been one fight after..._

A few soldiers charge at Mikey in a inn.

_..another, seems everyone's..._

Three Triceratons fire into the inn.

_..fighting over the same thing:.._

A soldier from both armies gasp.

_..Professor Honeycutt AKA. the Fugitoid._

A image shows both Honeycutt and his robot body. Honeycutt then looks at a holographic image of his Teleportal device.

_The professor's got these plans for a Teleportal device..._

Honeycutt tells the Turtles about himself in a sewer.

_..locked inside his robotic brain..._

Honeycutt and the six Turtles all run through the sewer, away from a machine.

_..and we're hoping that it's gonna be our ticket home._

Gen. Blanque turns away from a wanted poster image of Honeycutt on a computer screen.

_Some jarhead named Gen. Blanque wants..._

He and his aide Lonae looks at an image of the Teleportal.

_..the teleportal to deliver..._

A bomb goes through the Teleportal, and then a planet blows up.

_..bombs express mail._

Commander Mozar and some Triceratons enter the inn.

_Ditto on the Triceratons, and..._

One by one, they threw Honeycutt over each other.

_..right now they have the ball and they're running with it._

One then puts Honeycutt down.

"Help! I'm being Robo-napped!" Honeycutt cried, as the cruiser took off into the sky.

We were right on their tail...

Two Triceratons drag Honeycutt towards a spaceship disguised as a bunker.

_..when their bunker..._

Mikey jumps into the spaceship, followed by the girls, then Leo and Donnie - as Raph was already inside. The spaceship then took off, as the Federation soldiers retreated.

_..turned out to be a spaceship..._

The spaceship then jumps to lightspeed.

Later, the Turtles all hold their arms out - with tubes in their mouths so they could breath.

_..and we turned out to..._

A blue small light appeared around all their hands, and then they clanked together, like a pair of cuffs.

_..be Triceraton prisoners._

The six Turtles all enter a cell.

_Now there's very few things that really tick me off...alright there's a bunch of things, but..._

Leo, Raph and Elisa all turn to a Triceraton.

_..the worst thing you can do is put me in a cage._

The cell door then closed on the Turtles.

Raph dives down to a Triceraton while twirling a pair of spoons.

_So you might say I blew our chances..._

He jumps as the Triceraton tried to whack him with a club.

_ ..to get time off for..._

Raph punches him in the chest, then knocked the club out of his hand.

_..good behavior..._

Raph holds a spoon by the Triceraton's throat.

_..and as punishment..._

A spaceship flies around the Triceraton homeworld.

_..they're taking us to some place..._

A Tricertona pushes each of the Turtles into a spots arena.

_..they call the Games._

The Turtles stare up horrified at a Spasmosaur, as the Triceraton audience cheered and whooped.

_I say, "Bring it on."_

Raph frowns at the Spasmosaur.

* * *

In the arena, the Turtles all stared at the Spasmosaur, as a bunch of Triceratons sat all around the area in the stands.

"Good morning fellow saurions and guest species!" a Triceraton named Razz said, who was sitting in the commentary box with another called Zed. "Welcome once again to the Tri-Sports Arena."

"We've got some lineup for this full day of games." Zed said. "Should be quite a spectacle for our record attendance here today, Razz."

"Alright, Zed, let's see this morning's first event." Razz said.

A square hologram appeared above the arena, allowing the Triceratons at the back a better view of what was in the arena.

"Yeah: the alien Turtles vs the Spasmosaur." Zed announced. "Looks to be exiting."

"Or over really quickly." Razz joked.

"So, this is the games, huh." Leo said.

"I was hoping for something more Parcheesi like." Mikey admitted.

"Looks more like a Gladiator Sports Arena." Elisa deduced.

"And we're the Gladiators?" Cath gulped.

The Spasmosaur growled, then sent a tentacle at the Turtles, but missed as they'd all dodged - Donnie, Cath and Raph one way, Mikey, Elisa and Leo in another.

"Um...they're expecting us to fight that thing?" Donnie questioned.

"No! They're expecting that thing to eat us." Raph corrected.

"Gross!" Cath exclaimed.

The Spasmosaur growled.

"Well, let's see if we can give it a little indigestion." Leo suggested, as he ran towards it.

"Leo, no!" Elisa cried.

Leo flipped forward, then tried to jump onto the Spasmosaur, but it whacked him with one of its tentacles, knocking him down onto his shell near Cath, Donnie and Raph.

"Oh, that's gotta hurt, Razz!" Zed commented.

"You alright, Leo?" Cath asked, helping him up while going into doctor mode.

"Yeah." Leo mumbled, rubbing the top of his head.

"Those aliens have gotta come up with a better tactic, or this boat is gonna be a short one." Zed announced.

Leo and Mikey bumped their fists together, and then the girls, Raph and Donnie nodded, all thinking the same thing. They all flipped themselves forward, pushed themselves up with their hands towards the Spasmosaur. It then whacked Mikey and Cath with one of its tentacles, sending them both flying into a wall, while it wrapped another tentacle around Leo, squeezing him tight.

Raph, Donnie and Elisa then all jumped to kick the Spasmosaur, but it wrapped a tentacle around all three of them, squeezing them tight. It then lifted the four of them up tight, while Cath and Mikey tried to regain consciousness.

"Yowza!" Razz remarked. "I'd say this bout is just about over."

Raph growled as the Spasmosaur brought him closer to his mouth, but then he put his foot against the monster's head.

"And fans, don't forget to pick up your events program at any of the arenas sales kiosk." Razz went on.

* * *

In the laboratory, Zanramon was watching the event on a screen, showing all six Turtles in their positions.

_"At only 15 wacks, it's a steal." _Razz said.

"Such a pity." Zanramon said regretfully, turning to Honeycutt, who was behind him near a table. "It looks as if your friends aren't going to make it."

He walked towards Honeycutt, who looked nervous and worried.

"Of course, if you were to agree to build the Teleportal device for me, I could stop the match." he explained, wrapping his arm around Honeycutt. "Set your friends free."

Honeycutt turned away for a minute, but then turned back.

"I already told you; I won't do it." he snapped. "I can't!"

Zanramon cleared his throat.

"Well, then, let's watch, as your six friends are torn to pieces in the arena." he said, before walking them both towards the screen. "And know, _you _could have saved them."

They both then stared at the screen and the Turtles, before Honeycutt gasped.

* * *

In the arena, the Triceratons in the crowd cheered, while a few were in large hover cameras, covering the battle from all angles.

"This one is just about over, fans." Razz said.

The Spasmosaur kept holding Leo, Raph, Elisa and Donnie, just as Cath and Mikey looked at them.

"Hang tight, guys!" Mikey called.

Cath turned as he began running towards the monster, then she got up and chased after him. They both then jumped onto its back, then flipped themselves forward dived towards its head.

"Incoming!" Mikey shouted.

"Geronimo!" Cath shouted.

The Spasmosaur turned slightly as they both dived towards it, and then hit them both with a tentacle, sending them flying away, but the one holding Raph then loosened, causing him to hit the ground.

"Ahh!" he moaned, landing on his shell.

He then flipped backwards as he rolled along the ground, and then landed on his knees. He then got up and charged at the monster, then jumped and tried to land on its head, but a tentacle whacked him in the chest, knocking him away.

Leo then managed to get loose from the tentacle holding him, and then he flipped onto the monster's back. He then began whacking it in the head with both fists, making it growl, allowing Donnie and Elisa to get loose.

"Wait a minute, Razz." Zed said uncertainly.

Donnie and Elisa both jumped up, grabbed a tentacle each and slid down it.

"Wait a minute!"

The three of them jumped off the Spasmosaur.

"Those little guys are fighting back!" Zed exclaimed disbelieving.

"Guys?!" Elisa exclaimed loudly. "There's two girls down here you know!"

"Oh, I think you've hit a nerve, Zed." Razz joked.

The other Turtles all caught their breathes.

"Do you think we hurt it?" Mikey asked.

"Not enough." Leo replied.

The Spasmosaur growled, then Donnie whacked a few tentacles away as it tried to hit him.

"The illicitly of its flesh is too..." he groaned, kicking a tentacle away. "..resilient!"

"Come again?" Elisa asked confused, ducking under a tentacle.

"He means it's flesh is hard to hurt!" Cath translated annoyingly.

"And it's really rubberly too." Mikey added.

Leo turned around, and stared at a statue of Zanramon at the end of the arena.

"Guys, we gotta run!" he shouted, turning to his siblings.

"No way!" Raph argued. "I _never_ run!"

Elisa turned to the statue, and then knew what Leo had in mind.

"I think it might be our only chance." she said.

"Come on, follow my lead." Leo said.

He, Cath, Donnie and Mikey all turned around and ran off, then Elisa patted Raph's shoulder.

"Come on!" she shouted, before following the others.

Raph then turned and reluctantly followed the others, but then stopped and turned back to the monster.

"Don't forget, forks, this event is co-sponsored by Rad San's Yum Stuff: Makers of the best meat food on a stick treat in this galaxy, or any other.." Zed announced, as Raph growled.

Raph then turned and ran after his siblings, as the Spasmosaur nearly whacked him with a tentacle. The monster growled as it chased after the six of them, as they raced towards Zanramon's statue.

"Check it out, Zed." Razz said. "I didn't know the Spasmosaur could move that fast."

"Rader just moved it at 97 groutons per hela." Zed explained.

"Here comes ugly!" Mikey breathed, turning back to the monster.

The Turtles then got close to the wall beneath the statue.

"Now, everybody, when I say 'jump'...jump!" Leo shouted.

The six of them jumped up, kicked their feet against the wall beneath the statue, and then back flipped over the Spasmosaur, causing it to crash into the wall.

"Awww!" the crowd moaned, as debris fell onto it.

"Ohh! That's gotta hurt." Zed commented.

The Turtles then landed on the ground and stared at the Spasmosaur, before Zanramon's statue fell onto it.

"No; that's gotta hurt." Zed corrected, as the hover cameras went over it.

"What an upset! Unbelievable!" Razz exclaimed.

The crowd began cheering.

* * *

In the laboratory, so was Honeycutt, while Zanramon looked shocked.

"Boo-yah!" Honeycutt whooped, as he danced around. "As the Turtles would say."

Zanramon walked off as Honeycutt stopped dancing.

"My friends seem to have broken your statue, Prime Leader." Honeycutt noted. "So, sorry."

Zanramon smashed his fist against a panel, smashing it in anger, making Honeycutt gasp.

"I want those six off-worlders destroyed!" Zanramon bellowed. "Destroyed, do you hear me?!"

He looked at the screen, and saw the crowd cheering, making him clam down slightly.

_"Turtles! Turtles! Turtles!" _the crowd chanted.

"No, wait..." Zanramon said, thinking. "I have an even better idea. Something very cruel."

* * *

Back in the arena, the crowd kept chanting 'Turtles', as the Turtles looked around at them - Mikey waving back, and then he bowed, embarrassing the others.

"Float like a butterfly," he sang, before back flipping. "sting like a bee! Who the Turtle? Who the Turtle? The Turtle be me!"

Elisa - the most embarrassed - then slapped him in the back of the head.

"Ow!" he yelped.

"Not now, you doofus!" Elisa scowled.

A bunch of Triceratons on jetpacks then moved down towards them all, making Mikey nervous.

"Look, if it's about wrecking that big statue, it was all _his_ idea." he assured, pointing at Leo, which was partly true.

The Triceratons then surrounded them.

"What a morning sports fans!" Razz remarked, as two large ships removed the Spasmosaur and the statue away from the arena. "First, six off-worlders defeat a Spasmosaur, and now they're about to be blasted into extinction!"

The Triceratons on the jetpacks fired at the Turtles, just missing them as they backed away.

"Not quite, Razz." Zed corrected. "By order of Prime Leader Zanramon, these Turtles as they're called, will be back..."

A trapdoor opened up behind the Turtles as they backed away from the blasts.

"..for a last warrior standing freefall!"

"A Spasmosaur is one thing, Zed, but going up..." Razz stated, as the Turtles fell through the trapdoor. "..against our trained Tri-Gladiator champions is another."

"Aghhhh!" the Turtles yelled, as they fell.

They all then landed in a patch of hay, which broke their fall, before they sat up.

"An elevator would've been nice." Donnie said sarcastically.

They all stood up and looked around, seeing a bunch of aliens all around. One called Took was purpled skinned, and shoveling away purple gunk from an animal monster called Toady with one eye. One alien called Fists had four arms - two on each side, with the bottom two being clawed - and was very muscular. Another resembled a giant monkey, had light blue fur around its head, and brown fur around its chest, and was called Monkey Face.

Another two were twins, wearing a bunch of armour around their blue skin, only 1 had it on his left arm and shoulder, while 2 had it only on his right, and they also had a purple scar over the matching eyes. Another called Paz was light green skinned, and was very thin, and had a gauntlet over his right arm. Another called Slick was bright red, had a bunch of scars all over his chest, and wear shoulder like armour.

Another called Rock, resembled a giant rock, who looked very muscular, and was punching his fist. The last one was a brown Triceraton, who had a scar over his left eye, armour all over his body, only wearing underwear besides that, and his left arm was covered in something.

"Can't say much about the décor." Leo commented.

"Or our new roommates." Mikey gulped. "Eww!"

"I've got a bad feeling, guys." Cath gulped.

A few Triceratons stood above the Gladiators in the rafters.

"It's just another kind of prison." Raph scoffed.

"Exactly, which is why we need to figure another way outta here." Leo said.

"Easier said than done." Elisa scoffed, looking around.

Paz, Monkey Face, Rock and the twins then all approached the Turtles.

"There's only one way out, off-worlders, and you will find it soon enough!" Paz spat, before laughing.

"You newbies will not survive to see tomorrow." the Triceraton said. "You are slaves now like the rest of us. The games will be the end of us all."

"Whose Mr. Sunshine?" Raph inquired.

"Yeah, doesn't seem too happy." Elisa smirked.

"That is Traximus the Mighty, undefeated champion of the Games." Monkey Face explained. "You would do well to address him with respect."

A whip then cracked against a floor, creating a bright light which made everyone shield their eyes.

"Listen up, meat!" a voice growled.

The Turtles and the Gladiators, who'd turned around - expect Traximus - all looked up and saw a Triceraton holding an electric whip standing above them on a platform, who looked a bit overweight, with two scars over his right eye, and most of his left horn was golden, like it was artificial.

"Tonight, you slaves will have the honor of fighting for the amusement of our beloved Prime Leader!" he snarled. "I want you all to die well and with much applause."

He cracked his whip against the floor near everyone, as the Gladiators mumbled.

"Do you hear me, meat?!" he demanded.

"Yes, Master Gruell." the Gladiators said.

"Gruell? Nice name." Mikey commented.

Gruell growled, then removed the artificial part of his horn.

"I seem to be missing something." he snarled, running the yellow horn through his teeth like a toothpick. "Ah, yes, practice dummies."

He pointed his horn at the Turtles.

"You six Turtles will be my new dummies." he decided.

"You calling me a dummy?" Mikey asked offended.

"Wouldn't be the first time, Mikey." Donnie joked, as Raph punched Mikey playfully in the arm.

All six of them laughed.

"Silence!" Gruell yelled angrily.

"What a hardcase." Cath smirked quietly.

Gruell then cracked his whip against the platform.

"You won't be laughing for long, Turtles!" he snarled.

A little later, once he was off the platform, he walked towards Toady, and then turned to the Turtles and the Gladiators - who were all lined up opposite each other, except Traximus who was sitting down - while holding a staff.

"Shock staff practice! Remember, practice dummies," he snarled, before cracking his whip near the Turtles, making them all gasp, including Raph. "no hands. Commence!"

Paz powered his staff, then spun it around, and then charged at Mikey, who then ducked as he tried to hit him.

Rock then powered up his, then charged at Elisa and tried to hit her in the legs with it, but missed as she jumped up.

Fists - holding a staff in both his hand-like hands - charged at Raph, who then ducked as he tried to hit him with one, then jumped over Fists as he tired to hit him with both.

"Look but no hands!" Raph snarled, as he turned around and kicked Fists in the back.

Traximus turned to Fists as he crashed into a weapons stack near him, making him turn back to Raph.

Slick then tried to whack Cath from the left, but missed as she dodged, then she dodged right as he tried to whack her again. She then rolled forward between his long legs and got behind him as he tried to hit her again.

Leo dodged a whack from twin 2, followed by another, then dodged a whack from twin 1, before jumping up. He then flipped through the air, before he landed down between the two twins, then jumped up and away from them as they tried to whack him again, causing them to shock each other.

"Ahh!" they screamed, before they went flying across either side of the room.

Leo then got up and rubbed his hands.

Elisa ran slightly as Rock chased after her, then she stopped and turned to him, then held her right leg out, causing him to trip over it as he tried to stop, causing him to fall onto his chest.

"Oh, sorry." Elisa smirked sarcastically. "Next time, watch your step."

Mikey jumped towards Toady's pen, then jumped as Paz tried to hit him again, causing him to miss. He then jumped and got behind Paz as he tried to hit him again, and then spun around and tackled him, tripping him up, before he rubbed his hands.

"Ahh." he said, pretending to yawn. "Nice moves, for somebody's grandma."

Donnie dared Fists to came at him, who then growled.

"I don't know." Donnie said, jumping up to avoid a whack.

He then landed behind Fists, who then turned around to whack again, but missed as he'd jumped out of the way, and then he kicked him in the chest, sending him flying across the room.

"We've fought tougher grandmas than this." Donnie remarked, as his siblings gathered around him.

Cath ran slightly as Slick chased after her, then she stopped and turned to him, then held her right leg out, causing him to trip over it as he tried to stop, causing him to fall onto his chest.

"Oh, sorry." Cath smirked sarcastically. "Next time, watch your step."

"Sttooopppp!" Gruell bellowed.

The Gladiators - expect Traximus - gathered together, as Gruell walked towards the Turtles.

"Enough!" he bellowed, cracking his whip to the floor. "Weapons practice with extra rations to any Gladiator that can take down these six off-worlders down! You too, slave!"

Traximus growled, but then got up and picked up an axe. He and the Gladiators then surrounded the Turtles and walked towards them - all of them carrying a weapon. Monkey Face carried a trident, Paz carried a double ended blade, Fists carried a mallet in each of his hand-like hands, Rock carried a pair of knifes, Slick carried a pair of hatchets, twin 1 carried a pair of swords, and twin 2 carried a double ended mace.

"Things look pretty ugly." Leo gulped.

"Tell me about it." Cath sighed.

"That's just, Mikey." Raph joked.

"I'm afraid you must be mistaken, bro, because I was voted most likely to brighten any room with my smile." Mikey smirked.

"Very funny, you goofball!" Elisa scowled.

"Yeah. Good luck brightening this one." Donnie gulped.

The Turtles then all gritted their teeth, as the Gladiators all raised their weapons up, before the Turtles lowered their eyes.

Twin 2 then jumped up and spun his mace around above his head, then nearly hit Mikey with it, but missed as he jumped up. He then landed on the ground, then jumped up as 2 tried to whack him again, causing his mace to create a hole in the floor. 2 then spun his double ended mace around, and then tried to hit Mikey again, but missed as he jumped up. He then spun his mace around, before Mikey kicked him in the chest, knocking him into a stack of weapons on a holder.

Slick tried to slice Cath's head off with his hatchets, but missed as she'd ducked, then he tried to hit her in the legs with them, but missed again as she'd jumped up and got behind him. He then turned to her and tried to slice her from the left, but missed as she dodged, and then tried to slice her from the right, but missed as she dodged again, before she spun around and butterfly kicked him in the chest, sending him into the pile of hay.

Paz tried to slice Raph with his lance, but missed as he ducked, and then he dodged and grabbed the lance as Paz tried again. They then both began wrestling over it, before Raph kicked Paz in the chest, sending him flying across the room.

Elisa snarled at Rock as he charged at her, then she back flipped as he tried to slice her, before she landed on her feet. She then dived forward as he looked up and gasped, before she rolled forward through the air, and whacked him in the chest with her shell, knocking him down.

Leo's eyes widened as Traximus came at him, who then tried to slice him with his axe, but he grabbed it from either side just inches away from his head. Leo then bent back, and then threw Traximus towards Toady, who then then hit before landing in Toady's pen, as Toady growled, and then grabbed him.

Leo then turned to Donnie, who was trapped between twin 1 and Fists, who then tried to whack Donnie with both his mallets, but missed as he ducked. Twin 1 then growled as he charged at Donnie, and then Fists charged as well, just as Leo jumped up.

"Don!" he shouted, landing on Donnie and pulling him down.

Fists then whacked twin 1 with his mallets, sending him flying into the air, dropping his swords in the process. Leo then jumped up and grabbed the swords before they hit the ground, and then he dived towards Fists, who turned to him. Leo then landed on the floor, and then sent slashes at Fists, who backed away and blocked them.

Donnie began back flipping away from Monkey Face.

"Anybody got a weapon I can burrow?!" he called, just missing a stab from Monkey Face's trident.

Elisa dodged an attack from Rock's daggers, then jumped back as he tried to stab her with one.

"Yeah! I could use one too!" she called.

Mikey - who'd managed to get a couple of maces - was spinning them around as he twin 2 - now with a trident cricled him.

"Special delivery for Donatello!" he called, as twin 2 tried to stab him.

He then whacked the twin in the face, knocking him down, while causing the trident to fly into the air, and then it landed in the floor with the spikes stabbing in it. Donnie then ran towards it, and then picked it up, then used it to block an attack from Monkey Face, before Fists whacked him in the back, sending him flying across the room.

"Donnie!" Cath exclaimed, turning to him.

Slick then rammed her like bull, hitting her in the shell with his head, sending her over to Donnie, out cold.

Elisa dodged another attack from Rock as he tried to stab her, then jumped up and got behind him as he tried again.

"Where's my weapon?!" she demanded, her anger starting to get to her.

Mikey turned as twin 1 tried to stab him with a with a blade, while spinning his maces around.

"Coming at you, sis!" he shouted, before knocking the blade out of the twin's hand, before kicking it in the face.

Elisa then jumped up and caught the blade, before she landed on the ground. She then turned to Rock and blocked both his daggers with it, before she knocked them out of his hands, and then kicked him with both feet, knocking him down.

Raph kicked Paz in the face, knocking him down, before he turned to Cath and Donnie as they began to get up, while Monkey Face and Fists came at them.

"I got you backs, guys!" he called, jumping towards them.

He landed in front of Monkey Face, grabbed his trident, then pulled him forward while holding the weapon, sending him flying across the room. Raph held up the trident, as Mikey and Elisa then landed around them, as Cath and Donnie got to their knees.

"Stop!" Gruell bellowed, marching towards the five of them. "Gladiators do not help each other! In the Games, the weak deserve no mercy!"

He cracked his whip forward, which then wrapped around the trident, shocking Raph as he gritted his teeth.

"Wrong, horn-head!" he snapped. "We look after our own!"

"Especially if it's family!" Elisa added, snarling.

Raph then pulled the trident away, causing Gruell to let go of his whip, which Raph then caught. He then cracked the whip at Gruell, which then wrapped around his legs as he tried to run away, causing him to trip and fall into the pile of purple gunk.

"Nice one, Raphie." Cath commented, as she got to her feet.

"Thanks, guys." Donnie said, picking up the trident.

Fists then charged at him.

"This one's mine!" Donnie said, before he dug the trident into the floor.

Fists then tripped over it, and then landed on his chest.

Cath turned to her left and saw a staff on the floor, and then looked up to see Slick charging at her. She dived forward, picked up the staff while flipping forward, and then she pounced on him, with the staff against his neck, and then she pounced off him, landing on her knees.

Leo held the swords he'd gotten while facing Traximus, then they both lowered their eyes as they glared at each other. Traximus then charged at Leo, then they locked their weapons together, before Leo flipped sideways and nearly kicked Traximus, who'd managed to dodge at the last second. Leo turned back to him as he tried to hit him, but he blocked the attack with the swords, and then he kicked Traximus in the face, knocking him down.

Traximus got up to his knees and panted, as Leo approached him.

"Finish me." Traximus pleaded. "It is your _right_ as victor, and you would be doing this slave a favor."

Leo glared at him, as he raised the swords above his head. Traximus got ready for the blow, but then Leo threw the swords down either side of him, and then held his hand out. Traximus' eyes widened in shock, before he took the hand, and then Leo helped him up, before the other Turtles gathered around him.

They all then turned to Gruell, who was groaning angrily, as he finally managed to pull himself free from the gunk. He then turned around as he began wiping it off his clothes, and then growled.

"Guards!" he growled angrily.

A few Triceraton guards came up behind Traximus and the Turtles, who then all turned around and walked away.

* * *

Later, it was mealtime, as the Gladiators, Traximus and the Turtles lined up with a bowl in their hands. Monkey Face made it to Gruell, as he dipped a yellow stuff into the bowl with a scooper.

"Take your last meal." Gruell snarled, as Monkey Face walked away.

Paz then approached him.

"I hope you slave trash choke on it." Gruell sneered, putting some of the yellow stuff in Paz's bowl.

The Turtles - who were at the back of the line - all stared at him.

"Hey, look, Gruell's serving gruel." Donnie joked.

"What is that smell?" Leo wondered disgustingly.

"I don't know, but it's revolting." Cath sighed disgusted.

"I hope it's Gruell, and not the food." Raph smirked.

Mikey sniggered as the others laughed, then Donnie held out his bowl.

"Ha! There's no more food." Gruell sniggered, tapping Donnie's bowl. "All gone. My apologies. Move along!"

The guards then directed the Turtles towards a table.

After they'd sat down, they stared at their empty bowls - Cath, Leo and Mikey on one side between Traximus and Monkey Face, Elisa, Raph and Donnie on the other beside the twins.

"Man!" Mikey complained. "I'm so hungry, even that yellowy slop looks good!"

Traximus then dumped some of his food into Leo's bowl.

"Eat." he said. "You will need your strength."

Rock - who was on the table behind them with Slick - turned around and dumped some of his food into Cath's bowl. Monkey Face then put some of his into Mikey's bowl, who then grabbed his spoon.

"Yeah." he said, as he began scarfing it. "You don't have to tell me twice."

Paz and Fists - who were on the table behind Raph, Elisa and Donnie - then both turned around, then Paz put some food into Elisa's bowl, while Fists did the same with Raph's, as twin 1 put some of his into Donnie's. The three of them then grabbed their spoons and began eating the food, then Cath did the same.

"Thank you." Leo said.

"No, thank you." Traximus said. "We have been living as slaves for so long, I had _almost_ forgotten what it was like to fight with honor."

"I don't mean any disrespect, Traximus, but what's a Triceraton like you doing locked up in here with the rest of us...Gladiator slime?" Leo asked.

"Yeah. Why ain't you helping the rest of your kind?" Elisa inquired.

"Because I believe in the Triceraton Republic, the_ real_ Republic." Traximus explained. "You see once, we Triceratons valued truth and honor above all things."

**(Flashback)**

Zanramon sat in his throne, and a Triceraton stood behind him, both watching as the Triceraton fleet flew away.

_"But now, we have a dictatorship that craves victory at any price. Corruption and greed have robbed us of our warrior heritage."_

Traximus stands before Zanramon and the high council, angrily objecting the rule.

_"I spoke out thus too often and too loudly against our _honorable_ Prime Leader, and soon found myself here..."_

Traximus sat in the Gladiator pit.

**(Flashback ends)**

"..locked away as a slave." Traximus explained, as Mikey put his bowl to his mouth, and finished off his meal. "But you, you have reminded me of honor in battle. And I hope I find a way to repay you."

Mikey put his bowl away from his mouth.

"Seconds would be nice." he said.

His five older siblings glared at him.

"What?" he asked innocently.

* * *

Meanwhile, in space, a fleet of Federation ships were flying through space. On the flagship, Gen. Blangue was sitting in a chair, as Lonae stood beside him, both looking at a hologram projector of a officer.

_"Gen. Blanque, our..."_ the officer explained, before he shrunk slightly, and then a bunch of planets appeared on the hologram. _"..our scouts searched 142 sectors before we even found a trace of the Triceraton Homeworld. But finally, we have them sighted."_

"Good. We leave at once!" Blanque ordered. "If the Triceratons get..."

His chair spun around, as it was on a platform, causing Lonae to spin around with it, then they both stared out of space.

"..the Fugitiod to build the Teleportal device, those horned monsters will use it to destroy us." Blanque explained. "We have to get that Fugitiod back, or die trying."

The Federation Fleet then jumped to hyperspace.

* * *

Back on the Triceraton Homeworld, the Tri Sports Arena had been set up for the death match. Where the statue had been, now sat Zanramon in a throne in a skybox, with Mozar standing behind him.

"Would everyone please rise for our glorious Prime Leader Zanramon, and the Triceraton anthem." Razz requested.

Zanramon stood up as the anthem began to play, then walked to the edge of the box, then he raised both his hands up. He then lowered them, and then turned to Mozar.

"Commander, bring the Fugitiod here." he ordered. "I think we would be better able to persuade him to build us his Teleportal device, if he has to witness the demise of his friends first hand."

"As you wish, Prime Leader." Mozar obeyed, doing the Triceraton salute.

* * *

Beneath the arena, the Gladiators were standing on a platform that was to lift them up into the arena, while the Turtles stood behind Gruell.

"Alright, meat, prepare yourselves!" Gruell ordered.

Paz put on his head armour, Monkey Face put on his chest armour, Slick put on his shoulder armour, then the twins put on their armour, and then Traximus held up a sword.

"Gruell, how 'bout some weapons here?" Raph demanded.

Gruell turned to him.

"Weapons? Why prolong the invertible?" he scoffed, before picking up his horned toothpick, and put it in his mouth. "Soon, you will be put out of _my_ misery."

He pointed at the platform, then the Turtles all walked towards it.

"Farewell." Gruell said, putting his horn back on, as the Turtles and the Gladiators all stared at him. "We shall _not_ meet again."

The platform then began moving up towards the arena, as Gruell laughed at them.

"I still have some friends in the Triceraton armed forces." Traximus explained, approaching the Turtles.

All six of them turned to him, before he bent down.

"I manged to get these for you." he said, as he rolled open a bundle, showing the Turtles weapons.

"Our weapons." Raph grinned, as the others smiled widely.

"Your weapons." Traximus confirmed.

The Turtles all picked up their weapons.

"My babies." Mikey cooed, hugging his Nunchucks, as the others put their weapons away. "Daddy missed you. Did you miss, daddy?"

He held them in his arms, like he was holding a baby, causing Elisa and Cath to giggle in amusement.

"We owe you one." Leo told Traximus.

"We Gladiators look after our own." Traximus quoted.

Elisa and Raph nodded at him.

They all then entered the arena, where the crowd cheered wildly. Raph and Elisa both folded their arms, while Mikey looked nervous, as Leo, Cath and Donnie looked around the at the crowd.

"We who are about to fight, salute you!" Traximus and the Gladiators chanted.

"My fellow saurions, I am proud to lead the Triceraton Republic." Zanramon announced. "And I am also proud to give you, this day of Games!"

The crowd cheered.

Zanramon turned around, as Mozar and Honeycutt came up behind him.

"Ahh. Professor Honeycutt, just in time to enjoy the spectacle." Zanramon said.

Honeycutt walked towards the edge of the skybox, and then looked down at the Turtles and the Gladiators facing each other.

"This is...barbaric!" he exclaimed.

"Tonight's special event shall be: All Gladiators against the six terrapin off-worlders!" Zanramon announced, as the crowd cheered. "A fight to the death!"

"No!" Honeycutt exclaimed.

"Yes, unless you construct the Teleportal device for me." Zanramon sneered.

Honeycutt didn't answer, as he turned back to the arena.

"No?" Zanramon inquired. "Then, let the Games begin!"

The crowd cheered, as the Turtles turned to the Gladiators. Traximus then charged at the six of them with his sword, then threw it at Mikey, who turned away scared, but it came up short. Mikey turned back to Traximus, who winked at him, as he'd done it deliberately, making Mikey smile.

"We will _not_ fight!" Traxmius bellowed loudly at the cameras. "We will no longer die to amuse the Prime Leader! His time is at an end!"

Zanramon looked speechless.

"What?!" he said. "Guards, seize them!"

The large door opened up, as the Turtles and Gladiators all stood behind it, then a bunch of Triceratons on jetpacks flew down to them and fired at them. The Gladiators all moved back towards the door as the blasts just missed them.

"Nooooo!" Traximus yelled, before the door closed between them.

The Turtles gasped.

"This is your last chance!" Zanramon said threateningly, as he and Honeycutt turned to each other. "Build me the Teleportal device, or your friends will perish!"

"Never!" Honeycutt spat, shaking his head angrily.

"You have sealed their fate!" Zanramon sneered. "Saurions, I give you..."

A door opened up, and six Triceratons stepped out, all wearing metal armour on their feet and different parts of their body.

"..Monza Ram and his All-Star Warriors!" Zanramon announced.

Monza Ram was armed with a pair of swords, had a claw tattoo on either side of his face, and had armour with spikes on, on his right arm. Two of them looked nearly exactly the same, except one's skin color was darker than the other, and they both had armour on their right arms, but without the spikes. The dark skinned one was called Xiote Damaz, and had Setukon, while the lighter skinned one was called Daz Ublem, and was armed with a blunt axe.

The fourth had his armour on his left arm, and had a Kusarigama, and was called Mixx Trolo. The last two had armour on both their shoulders, but one was darker than the other. The darker one was called Quaz Upsmen and was armed with a mallet, while the lighter one was called Rozz Elenis, and was armed with a handheld mace.

"What a treat." Razz said surprised. "The Triceraton All-Star team, led by our raining champion, Monza Ram!"

The Turtles took out their weapons.

"Those six off-worlders don't stand a chance." Zed commented.

Zanramon then banged a gong with a staff, and then the Turtles and the All-Stars charged at each other.

Leo blocked an attack from Monza Ram, then sent a swipe at him, but he blocked it. Monza Ram then kicked Leo in the chest, knocking him down onto his shell, but then he jumped up as Monza Ram tried to slice him. He then landed behind Monza Ram, who then turned and tired to hit him, but he blocked the attack with one of his swords.

Raph glared at Mixx, who then threw the chain on his Kusarigame at him, which wrapped around him tight. Mixx then pulled Raph towards him, then tried to hit him with the Kama end, but missed as Raph had jumped up, as the chain had loosened. Raph then landed on Mixx's head, making him groan, and then he rubbed the top of his head, as Raph jumped off him, and then landed on the ground.

"Ohh! What a move by that off-worlder." Razz remarked.

Elisa dodged a whack from Quaz's mallet as he tried to squash her with it, then she jumped up as he tried to squash her with it again. They then both turned to each other, then Quaz's eyes widened as Elisa jumped up and kicked him in the belly with both feet, knocking him back slightly, before she back flipped onto the ground.

"Now I'm impressed." Zed remarked.

Cath back flipped as Rozz tried to whack her with his mace, then she blocked another whack with her Tonfas, before pushing his mace back. Rozz then growled before Cath flipped forward, punched her hands against the ground, then dived and pounced on him, shocking him before he fell to the ground, and then she jumped off him, and landed on her knees

Donnie blocked Daz's axe with his Bo - as it was not the end - then he stabbed Daz in the chest.

"These shellbacks fight like..." Zed remarked, disbelieving.

Donnie whacked Daz in the face with his Bo, knocking him down.

"..like Triceratons!"

Mikey spun one of his Nunchucks around, and then dodged a whack from Xiote's Setukon, then whacked it with his Nunchuck, and then whacked Xiote in the head with it, hitting him between the eyes. Mikey then jumped up and kicked Xiote in the face, knocking him down out cold.

"The crowd is really taking to these hard-shelled off-worlders." Razz noted, as the crowd cheered.

Leo blocked a swipe from Monza Ram's sword, then blocked another from the other sword, then blocked a third swipe, before sending one at him, but he blocked it, but also looked shocked. Leo then blocked two more swipes, before ducking under a third, then he spun around and kicked Monza Ram in the face, knocking him down.

Leo put his swords away, as his five siblings gathered around him and put their weapons away.

Honeycutt turned to Zanramon, who growled angrily as he clutched his fists, before putting his thumb down.

"Boooooo!" the crowd booed.

"Live! Live!" some chanted, before the entire crowd joined in. "Live! Live! Live! Live!"

"I don't think he's gonna let us live." Donnie gulped.

"After what we've done, I don't blame him." Cath deduced.

"Then let's _not_ leave it up to him." Raph said.

The Triceratons on the camera surrounded them all.

"Mikey, how 'bout a little slingshot action?" Donnie asked.

"Gotcha." Mikey agreed.

He took out one of his Nunchucks, then he and Elisa held it out, before Donnie ran towards it and jumped onto it. It boosted him up towards one of the cameras, then he flipped forwards through the air, before landed in front of the Triceraton, who looked shocked.

"Your show's been preemptied, pal!" Donnie snarled, before throwing the Triceraton off the camera.

He then flew the camera down to the others, then they all jumped on, before he flew it towards the skybox.

"Guards!" Zanramon commanded.

A bunch of Triceratons on jetpacks chased after the Turtles, and then fired at it, causing Donnie to steer the camera sharply, as the others held onto it.

"Whoaaa!" they all yelped.

They all jumped off the camera before it crashed into a pillar, and then landed near Honeycutt and Zanramon, all holding their weapons out.

A bunch of Triceratons then showed up and aimed blasters at them, followed by more. Mikey turned to those with the jetpacks and gulped, before Leo dived in front of Zanramon, and held one of his swords against his throat.

"Drop your weapons or you'll be looking for a new leader!" Leo demanded threateningly, as the crowd gasped.

"You'll never make it outta here!" Zanramon snapped. "You'll be shot down like dogs!"

Elisa held her Kamas against his shirt, and pulled him towards her.

"Shut it, hornhead!" she snapped. "You're our ticket outta this place!"

"Man, I sure hope they'll all really fond of this Zanramon guy." Mikey hoped nervously.

All the Triceratons aimed their blasters at the Turtles.

"Really, really fond." Mikey gulped.

* * *

**A/N: Slick and Rock are aliens I added in so Elisa and Cath would have someone to fight during the skirmish beneath the arena. Same goes fo****r the two extra Triceraton All-Stars, and I've given the other main three their names from the comic.**


	5. TIS Part 5: Triceraton Wars

Triceraton ships fly over the Tri-Sports arena on the Triceraton Homeworld.

_Elisa: I'll try and keep this short, so pay attention._

Leo picks up Master Splinter's walking stick.

_Splinter vanishes..._

The Turtles run towards the T.C.R.I building.

_..we searched for him, we found him inside the T.C.R.I building._

Splinter stands in a stasis cocoon.

A canister of ooze falls into a storm drain, as the Turtles ride down it by water, as a boy watches helplessly.

_T.C.R.I by the way, was on the canister of ooze that mutated me and my family._

The Turtles then stop past a small waterfall, then the canister lands near them and smashes, covering them in ooze.

The Turtles vanish piece by piece inside the T.C.R.I building.

_Anyhow, before we could rescue Splinter..._

A blue light shoots up from the building and into space.

_..we got zapped to the other side of the galaxy, onto the planet D'Hoonnib._

On D'Hoonnib, the blue light lands in an alleyway, between Honeycutt and a bunch of Federation soldiers.

_A weird planet, that looks like heaven to Donnie with all the technology around._

The Turtles turn to the soldiers as they aim at them.

"Fire!" the leader ordered.

The soldiers fire at the Turtles, who all dodge out of the way.

In the sewers, Honeycutt rubs the top of his metal head, as Donnie holds out his hand.

_We met up with this Professor Honeycutt..._

The Professor's mind gets zapped into his robot body.

_..a scientist who got his mind zapped inside a robot body during a storm._

Honeycutt jumps off a building and grabs onto a garbage truck, where Raph and Elisa pulled him in.

_He has these plans to build..._

Gen. Blanque and Lonea look at a hologram image of the Teleportal.

_..a Teleportal device to transport people from one planet to another..._

Honeycutt stands in a laboratory on the Triceraton Homeworld.

_..which could be our ticket home..._

He knocks over a bunch of the equipment on the table.

_..expect he won't build it._

A bunch of Triceratons and Federation soldiers shoot at each other near a spaceship disguised as a bunker.

_Why? 'Cause these two warring enemy races, the Federation and the Triceratons, want to..._

Blanque and Prime Leader Zanramon both hold their fists up in anger.

_..use it to destroy each other and rule the universe._

A planet blows up.

Three Triceratons on jetpacks chase after the Turtles as they ride a rusty cruiser over a wooden area, who then fire at them.

_We're all on the run..._

A Triceraton crashes into a tree.

_..we've encountered a lot of explosions..._

The Turtles hold their arms up on the Triceraton Homeworld, while cuffs go onto their hands.

_..a lot of weird technology has been used to restrain us, hurt us..._

A robotic arm puts a tattoo on Leo's shoulder.

_..or transport us who knows where._

A Triceraton Carrier flies towards the Tri-Sports Arena.

_The Triceratons then capture us..._

Some Triceratons lead the Turtles away from the carrier.

_..take us to this gladiator arena..._

A Triceraton pushes a Turtles each into the arena.

_..to try and blackmail Honeycutt into building the Teleportal._

Honeycutt gasps as he watches from a skybox with Zanramon.

_We managed to escape the arena..._

Donnie jumps onto a camera, then the Turtles all surround Zanramon.

_..and then take Prime Leader Zanramon hostage._

Leo held a sword against Zanramon's throat, as a bunch of Triceratons surround them, either aiming blasters at them and Honeycutt, or hovering behind them on jetpacks.

_So, now all we need is to escape the Triceraton Homeworld, if there is one._

* * *

At the Tri-Sports Arena, the Turtles all stood around Zanramon and Honeycutt, as a bunch of Triceratons surrounded them, either on foot on in jetpacks.

"For those of you just joining us, you're witnessing the greatest upset in Tri-Sports history!" Razz announced.

"That's right, Razz." Zed said, as the Triceratons aimed their blasters at the Turtles. "Six off-worlders have just taken our beloved Prime Leader Zanramon hostage."

Raph and Elisa held one of their weapons at Zanramon's throat.

"Drop the hardware, or your Prime Leader's lizard cutlets!" Raph threatened.

"This is your only warning!" Elisa snarled.

"Do..." Zanramon gulped. "Do as they say."

The Triceratons threw their blasters down.

"You know, it's not _everyday_ six..." Razz began, as Leo, Cath, Mikey and Donnie put their weapons away. "..off-worlders can bring the glorious Triceraton Empire strength to its knees. Really got to admire their spunk."

Mikey and Donnie all picked up a blaster, while Leo and Cath both picked up two.

"So, what do you think, Zed?" Razz asked. "Will they call for a timeout and make demands, or go for a straight win with a hostile overthrow of the regime?"

"So what do we do now, fearless leader?" Raph asked, as Cath handed Elisa a spare blaster.

"I don't know." Leo said, handing Raph one.

"You _don't_ know?" Elisa questioned. "That's not like you, Leo."

"Well, I can't think with all that racket overhead." Leo explained, as he started pacing around.

"Well, you know, Razz, this is clutch time." Zed said. "The deciding moment of the-"

Raph and Elisa both blasted the overhead holographic speaker, stopping the racket.

"That help?" Raph asked, as they turned to Leo.

"Actually, yes." Leo replied. "Okay, let's try this. Professor Honeycutt, take us to your lab. Prime Leader, you're coming with us!"

"And no funny business!" Elisa hissed, aiming her blaster and Zanramon's head.

Leo turned to the Triceratons. "Everyone else, stay put and don't move a muscle!" he warned.

The Turtles, Honeycutt and Zanramon all moved backwards. They then moved backwards towards the door, as the Triceratons slowly followed, but then they picked up their remaining blasters. They then fired the blasters, as Honeycutt, Zanramon and the Turtles turned a corner backed away towards another door.

"Call off your goons, now!" Raph demanded, pushing Zanramon forward.

Zanramon turned to his men round the corner, while Raph and Elisa aimed their blasters at him.

"Hold your fire!" Zanramon pleaded, waving his arms. "And pull back!"

The Triceratons stopped firing, then Raph and Elisa both pulled Zanramon back.

"Which way to the lab?" Leo asked, turning to Honeycutt.

"Well...there are actually several routes." Honeycutt explained. "The Triceraton homeworld, with its interconnected network of asteroid cities is a bit of a maze really."

"Oh, great!" Cath moaned sarcastically. "That's all we need!"

"Show us the fastest way there, hornhead?!" Elisa demanded, aiming her blaster at Zanramon's face.

"As you wish." Zanramon said, trying to stay clam.

He led them all towards a wall, as Raph and Elisa kept their blasters aimed at him, watching his every move. Part of the wall then opened up, showing a secret passageway, before they all got sucked into it.

"Whoaaa!" they yelped, as they slide down a weird slide.

They all then fell through a vent shaft which opened up, and ended up in the lab.

"Ugh!" they moaned, once they hit the floor - Raph landed on top of Zanramon.

The shaft then closed up.

"You wanted 'fast', didn't you." Zanramon recalled, turning to Elisa on his right.

"I got ya 'fast' right here!" Raph scowled, pointing his blaster at his head.

"I didn't mean that fast!" Elisa growled, getting up.

The others all got up, then Leo turned to Mikey, Donnie and Cath.

"Mikey, give me a hand wielding the doors and hatches shut!" Leo ordered. "Don, you and Cathy help Professor Honeycutt gather everything he needs to build his Teleportal."

"You got it." Mikey said.

"Right." Cath said.

"Uh-huh." Donnie said, before they ran off.

"Raph, Ellie, you have guard duty." Leo told them.

"Yeah, whatever." Raph moped.

"Understood." Elisa said, as they watched Zanramon.

"Excuse me, Leonardo, you don't actually intend for me to _build_ the Teleportal, do you?" Honeycutt inquired.

"It may be the only way to solve the problem." Leo reasoned.

He ran towards a large door.

"But if I'm captured, the knowledge will surly fall into the wrong hands!" Honeycutt argued.

Leo fired his blaster at the edges of the door, and began wielding it shut. "You can use it to transport yourself and the device somewhere the Federation and Tricratons can't follow." he explained. "Like Earth for instance."

Honeycutt turned to Cath and Donnie, who came towards him with the equipment.

"If you don't build the Teleportal, we'll never get home to rescue Master Splinter." Donnie explained.

"And if you come with us, the plans for the Teleportal will never fall into the wrong hands." Cath added.

"Yes. By all means, help your friends, build the Teleportal." Zanramon urged.

"You keep out of this!" Raph hissed, aiming his blaster at his head.

"The danger will always exist, whether or not you build the Teleportal." Leo explained, before he wielded the vent hatch shut.

"What's to stop them from ripping apart your robot body and downloading all the data from your brain?" Donnie said.

"Slag!" Zanramon groaned, slapping the side of his head. "Why didn't I think of that?!"

"Good one, Don?!" Cath remarked sarcastically.

"Yeah, brainaic." Mikey smirked.

"I'm sorry." Donnie said embarrassed.

"Yes, I see." Honeycutt said, looking at his right hand.

He then swiped Elisa's blaster out of her hands and held it against his own head, shocking everyone.

"I'm afraid the only sensible solution is to blast me into scrap metal right now." he said.

"Professor, no!" Cath pleaded, dropping the stuff she'd picked up.

"Wait! Professor, I was just saying..." Donnie said. "..I didn't mean-"

Leo approached Honeycutt. "Please." he begged. "You're our only hope."

"Ah." Honeycutt sighed, seeing all the Turtles looking desperate. "Alright, but you must promise me one thing?"

Elisa took her blaster back.

"What's that?" Cath inquired.

"If all goes wrong, if it looks like we are to be captured, then you must destroy me, so that my knowledge will never be used for evil and destruction." Honeycutt requested.

"It won't come to that." Leo assured.

"And that's a promise." Elisa assured.

"But if it _does_ come to that, will you swear on your honor to destroy me?" Honeycutt inquired sternly.

Leo and Raph looked at each other, as did the girls, and Donnie and Mikey.

"We swear." they all said, turning to Honeycutt.

They then turned to Zanramon.

"Where's the fastest ship out of here?!" Leo asked.

Zanramon thought for a moment. "Now let me think..." he said, before pressing a button on a panel behind him. "You six Turtles and Professor Honeycutt will have to make your escape in..."

* * *

Inside the main security room, Mozar and another Triceraton were staring at a tri-hologram of Zanramon, while a third worked on a control panel.

_"..my personal cruiser." _Zanramon explained. _"It's in my private Space Dock Hanger."_

Mozar huffed. "You heard the Prime Leader." he told the other Triceraton. "Get the strike team in position now!" He snorted. "We'll be waiting for them."

* * *

Later, inside a Space Dock Hanger, all was quiet, until a door opened, and a hoverpad holding Honeycutt, Zanramon and the Turtles moved through the room. Honeycutt controlled the hoverpad, while Raph and Elisa kept an eye on Zanramon, as the others looked around for Triceratons.

"My ship is in the next bay." Zanramon explained.

As Honeycutt moved the hoverpad into the next bay, a bunch of Triceratons where hiding behind all sorts of stuff in there, but then one accidently knocked over a barrel, getting Leo's attention.

"Guys, get down!" he shouted, bringing his swords out. "It's a trap!"

The Triceratons fired at them, but then Leo deflected some of the blasts with his swords, before jumping off the hoverpad. He then split kicked two in the chest as he dived down towards them, knocking them out.

Honeycutt then stopped the hoverpad just outside the bay, just as Mikey fired his blaster.

"Mikey, Cath, fire overhead!" Donnie ordered, firing his at the ceiling.

Cath and Mikey both then fired their blasters at the ceiling, causing part of the roof to cave in.

"Look out!" a Triceraton called.

"No way!" another exclaimed, as the rubble fell onto him and several others.

The remaining five then kept firing at the Turtles, as Leo backed away into the bay. He deflected two blasts with his swords, before he turned around and ran towards the others, as the hoverpad hovered above Zanramon's Private Cruiser. Leo turned and deflected another blast, before he jumped onto the hoverpad

"Order your troops to stand down!" Raph demanded, aiming his blaster at Zanramon. "Now!"

Leo jumped onto the hoverpad.

"Stand down!" Zanramon ordered reluctantly. "I order you-"

A blast then hit the hoverpad, causing him to fall off.

"Aghh!" he moaned, as he landed on the landing pad.

The Triceraton Lt. turned to his men. "You fools!" he scowled. "You hit the Prime Leader!"

"What about our hostage?!" Raph asked, turning to Leo and Elisa.

"There's no time!" Elisa argued, as the Triceratons ran towards their leader. "We'll have to leave him!"

"Ellie's right." Leo agreed.

Honeycutt lowered the hoverpad into the cruiser.

"Prime Leader, are you alright?" the Lt. asked concernedly, touching Zanramon's arm. "Please, forgive us?"

"Slag-brains!" Zanramon scowled, pulling his arm away. "Stop them! Don't let them take my cruiser!"

Once inside the cruiser, the Turtles and Honeycutt ran towards the bridge. Once at the bridge, Cath and Honeycutt took the pilot seats, while Mikey took the captain's one.

"Mr Sulu, ahead!" he ordered deeply, sounding like Capt. Kirk. "Wrap factor-"

Raph slapped him in the back of the head. "Knock it off, Mikey!" he snapped.

"Yeah, Capt.!" Elisa scowled. "Now's_ not_ the time!"

Honeycutt retracted his left hand, and then the small screw appeared out of it, before plugging it into the ship.

"Isn't it fortuitous that my robot body comes equipped with a piloting program." Honeycutt said.

The cruiser then powered up and shot towards the hanger door.

"Whaoooooo!" the Turtles yelped.

"Well, perhaps a few upgrades would be in order." Honeycutt deduced.

The cruiser then left the Homeworld, but then then three Triceratons on jetpacks followed after it.

"We got company!" Cath exclaimed, spotting them on a monitor.

The three Triceratons all fired at the cruiser.

"Looks like someone doesn't want us to leave!" Raph assumed.

"Ah, yes." Honeycutt said, pressing buttons on the controls. "Let's see... Evasive maneuverer subdirectory. Accessing files now. Hang on my friends!"

The cruiser shot down below a large gangway, as the Triceratons kept chasing it. It then turned around and raced over the gangway, then pulled up just before it crashed into another, then the Triceratons followed, but one crashed into the gangway, making him float off through space as his jetpack smashed.

"Yahoo!" Mikey cheered, before turning to Raph and Elisa. "Strike one!"

"Ahh!" Elisa groaned, facepalming herself.

The cruiser then shot down towards the dome with the Tri-Sports Arena in, then shot down towards the hanger bay. It then raced through the hanger bay, as the Triceratons followed, but one crashed just below the entrance.

"Strike two!" Mikey cheered, earning a glare from his siblings.

The cruiser bashed against the wall of the hanger bay as it raced through it, while the final Triceraton kept firing at it. They then both raced out of the other side of the hanger, then the cruiser did a loop-to-loop right over the dome.

"Ah!" the Triceraton gasped, as it shot towards him.

The cruiser then slammed into him, shattering his jetpack, and causing him to fall towards the dome, before it raced off into space.

"Strike three!" Mikey whooped. "You're outta there!"

Elisa and Raph both glared at him.

The cruiser then raced off away from the Homeworld towards an planetoid covered in dark caters.

"Well, my friends, it should be smooth sailing from this point." Honeycutt declared hopefully.

Just as the cruiser got over the planetoid however, a bunch of Triceraton dome ships appeared on the other side.

"Unless of course we run into the entire Triceraton Space fleet." Honeycutt gulped.

"Um...Professor, exactly how many ships does the fleet have?" Cath inquired nervously.

"Nearly 40 of those kind, and 200 smaller ones." Honeycutt answered.

"Forget I asked." Cath stuttered.

The hangers on some of the dome ships opened up, and Triceraton fighters shot out of them all.

Onboard one of the domed ships, was Mozar, who was standing on the bridge.

"Attention, Professor Honeycutt, this is Commander Mozar." he said into a radio.

**(The cruiser)**

The Turtles and Honeycutt listened in, while staring at a swarm of fighters on the viewing screen.

_"Return at once to the Triceraton Homeworld, or face the wrath of the Republic's fiercest warriors!" _

Leo looked at the fighters as they came in. "Can't say I'm happy with our choices." he said.

He pulled a lever down, and then the cruiser raced towards the fighters.

**(The bridge)**

"What?!" Mozar exclaimed, completely shocked. "They're blasting straight for us?!"

The cruiser spun around slightly, making the fighters break formation.

"They must be insane." Mozar snorted. "After them!"

The fighters then turned and chased after the cruiser, firing it as they did.

**(The cruiser)**

"Master Splinter always says; there is no greater weapon than the unexpected." Leo quoted.

"Hmm." Honeycutt muttered, impressed. "I really must meet this Master Splinter someday."

"Once we get back home, we'll gladly introduce you." Cath promised.

A blast then hit the cruiser, as Elisa, Mikey and Raph both ran down the hallway.

"We ain't out of the woods yet." Raph said, as he dived into a hatch on his right, while Mikey dived into one on his right.

Elisa then jumped up into a hatch above her, and started climbing a ladder.

The cruiser manoeuvred to avoid the blasts, then Donnie jumped into a seat near Leo.

"Better get the shields up and running." he said, pressing buttons on the panel.

Raph, Elisa and Mikey both moved the turrets around, and then fired back at the fighters. The fighters kept firing at the cruiser, when Raph hit one slightly, causing it to fall down onto the planetoid, as the pilot bailed out.

"Oh, yeah!" Raph cheered.

"Don't get cocky, kid!" Mikey called.

"Hey, _you're_ the youngest!" Elisa argued.

"Feeling confident in your piloting skills?" Leo asked Honeycutt.

"Oh, yes, rather." Honeycutt replied.

"Good." Leo said, before pointing to the viewing screen, which showed an asteroid field. "Let's try to loose them in that asteroid field."

The cruiser raced through the asteroid field, as the fighters kept firing at it, destroying an asteroid in the process. The blasts then destroyed more asteroids, as the cruiser kept flying through the field. One of the fighters then crashed into an asteroid, killing the pilot, then the others fired at another asteroid as the cruiser raced past it, destroying it, but themselves as well, as they were caught in the blast.

The cruiser then left the asteroid field and flew through space.

Raph, Elisa and Mikey all got out of their turrets and stood behind the main seat on the bridge.

"Well, my friends, I'd say the difficult part is over." Honeycutt stated.

"Uh, Professor..." Elisa said, pointing at the viewing screen.

A wrap gate appeared in front of the cruiser, and then the Federation fleet showed up.

"Oh, my..." Honeycutt mumbled.

"And the really difficult part is just beginning." Leo said.

Gen. Blanque then showed up on the viewing screen.

_"Hello, Professor Honeycutt." _he said. _"I believe you have something that belongs to me."_

**(Blanque's flagship)**

Blanque sat on the bridge, looking at a holographic image of Honeycutt and the Turtles.

"Or should I say, you are something that belongs to me." he smirked.

The Turtles looked nervous.

"Did you really think the Federation would..."

**(The cruiser)**

_"..give up it's most valuable scientific mind without a fight?" _Blanque inquired.

"He's _not_ your properly!" Cath snapped. "And if you want a fight, you're gonna get one!"

"Yeah, let's show them where they can find one." Leo agreed.

The cruiser turned around and headed back towards the asteroid field, as Federation fighters followed.

**(Blanque's flagship)**

Blanque turned to Lonae, who sat by a control panel nervously.

"I want that Fugitiod alive." he reminded her. "Do you hear me? Alive!"

"Yes, Gen." Lonae said, slightly worried.

The Federation fighters fired at the cruiser as it got back to the asteroid field, with some getting destroyed in the process.

**(The cruiser)**

"Ugh!" the Turtles moaned, as a blast nearly hit the cruiser.

It then escaped the asteroid field, and came back into range of the Triceraton ship, which then fired lasers out of its ends, as more fighters flew towards the cruiser. The fighters then fired at the cruiser, hitting it, and making Honeycutt and the Turtles moan.

"I think it's time our _friends_ get reacquainted." Leo decided.

"Good thinking, Leo." Elisa agreed.

The cruiser then flew upwards as it got blasted from in front and behind, and then both the Triceraton and Federation fighters saw each other, which started a dogfight.

**(Blanque's flagship)**

Blanque shook in his seat as his ship took several blasts, before looking at an image of Mozar on his ship.

"Mozar, what are your troopers doing in this neutral sector?!" he demanded.

**(Mozar's bridge)**

"I could ask you the same question, Gen.!" Mozar roared angrily.

As the dogfight raged between both fractions, the cruiser headed away from the battle zone.

**(The cruiser)**

"We can't avoid them forever." Donnie pointed out.

"We don't need forever." Leo corrected. "Just enough time for you, Cath and Professor Honeycutt to build that Teleportal."

Honeycutt looked at the viewing screen, showing the planetoid.

"That planetoid should provide an ideal spot to construct the Teleportal Device." he said, pointing at the screen.

The cruiser dived down towards the planetoid.

The Federation fleet began firing at the Triceraton dome ship. A Triceraton fighter then destroyed a Federation one, but then another Federation one fired at it but missed. Another Triceraton fighter then destroyed a third Federation one.

**(Blanque's flagship)**

Blanque looked at Mozar's hologram.

"You wouldn't be hunting down a certain Fugitiod who...?"

**(Mozar's bridge)**

Mozar glared at Blanque's hologram.

_"..recently escaped from your Homeworld, would you?" _Blanque inquired.

Mozar gasped, and then he growled softly.

"How did you know Honeycutt escaped?" he inquired curiously.

**(Blanque's flagship)**

"You don't think we don't get Triceraton Gladiators on D'Hoonnib?" Blanque asked. "It's our number 1 rated show."

He then looked horrified at something Mozar had said.

"Wait?! How did you know the Fugitiod is Honeycutt?!" he demanded.

**(Mozar's bridge)**

"Why don't you ask your trusted aid?" Mozar suggested.

**(Blanque's flagship)**

"Lonae?" Blanque questioned, getting up. "Lonae?!"

She ran off worriedly.

"Size her!" Blanque ordered.

Two Federation soldiers got in front of Lonae, and then pointed their blasters at her, making her stop. Two more then came up behind her, trapping her, with no way of escape.

**(The cruiser)**

The cruiser was now parked on the planetoid.

Inside, the Turtles were all wearing protective suits that they'd found.

"You people will need atmosphere suits to work outside the ship." Honeycutt explained, looking at all but Mikey. "Fortunately the Prime Leader's cruiser is stocked with special form fitting suits..."

The Turtles pressed an arm on their suits, showing a button, which they then pressed.

"..that can configure to a multitude of alien anatomies."

The Turtles suits began to change to fit them better, and even the tails vanished.

They all then turned to Mikey, who's suit didn't work like the others.

"Unfortunately, there's only five of them." he said regretfully.

The others all laughed at him.

"That tail looks good on you." Elisa joked, unable to help herself.

"Maybe we should get something similar back home for you." Cath laughed.

"Very funny." Mikey said, unamused.

**(Outer space)**

The Federation ships and the Triceraton fighters kept firing at each other.

**(Blanque's flagship)**

Blanque was now sitting back in his chair, staring at Mozar's hologram.

"Commander Mozar, I order you to cease this unprovoked act of Triceraton aggression at once!" he demanded.

**(Mozar's bridge)**

"I don't take orders from Federation slime, Gen. Blanque." Mozar huffed.

A door then opened behind him, and then a Triceraton Lt. entered, who he then turned to.

"Commander, we have traced the wrap vector pattern of the Fugitiod's cruiser to the Egrameum sector." the Lt. reported, saluting. "Troops our on their way apprehend him now."

_"Thank you, Commander Mozar, for your assistance in this matter." _Blanque grinned, getting Mozar to turn to him. _"The Federation will handle it from here."_

The hologram then vanished.

Mozar snorted. "Not if the Triceratons get there first!" he scowled.

* * *

On the planetoid, Honeycutt, Cath, Donnie and Raph were all building the Teleportal, which was nearly complete. Honeycutt held a wielding touch at the device, while Cath, Donnie and Raph all floated nearby, keeping the bit Honeycutt was wielding still.

_"Guys, I'm picking up massive energy readings on the scanner!" _Mikey exclaimed, who was still on the cruiser with Elisa and Leo.

**(The cruiser)**

The three of them looked at the scanner, showing both the Triceraton and Federation ships moving towards the planetoid.

"Looks like the Federation and Triceraton fighters are heading our way!" Mikey exclaimed.

"This doesn't look good." Elisa gulped.

**(Planetoid)**

Raph and Cath both moved the doorway onto the Teleportal, as Donnie stood near it.

"We need more time!" Honeycutt told them, before he began wielding the door on.

"You'll have to stall them." Donnie explained.

_"How?!" _Leo inquired.

"Just keep them talking." Donnie replied.

**(The cruiser)**

Mikey pressed buttons on the control panel.

_"Anything to stall them from attacking."_

"Easy for you to say!" Elisa scowled.

Three fighters from both fractions shot down towards the Planetoid.

"Hope this thing has three way calling." Mikey hoped.

A beep then came from the panel, then he held his thumb up at Leo, who sat in the captain's seat.

"Hope this works." Elisa hoped, crossing her fingers.

"Gen. Blanque, Commander Mozar!" Leo shouted.

A hologram image of both of them appeared in front of him, Blanque on the left, Mozar on the right.

"I am Leonardo of the planet Earth." he explained. "I demand an imitate cease fire!"

**(Mozar's bridge)**

Mozar stared at a hologram of Leo and Blanque.

"And why should we agree to your demand, Earthling?" he inquired.

**(Planetoid)**

Honeycutt, Raph, Cath and Donnie kept working on the Teleportal.

_"Because, if you blow us up, you'll blow up Professor Honeycutt along with us." _Leo explained, as Honeycutt put some screws into the door. _"Then nobody gets the Teleportal!"_

Donnie handed Honeycutt a tube.

**(The cruiser)**

"However, we'll give up the Fugitiod, for a price." Leo smirked, locking his fingers like a bad guy.

Mikey and Elisa both turned to him.

"We will?" Mikey inquired suspiciously.

"Huh?" Elisa muttered, confused.

"I'm trying to all-stay from I'm-tay." Leo mumbled quietly.

Mikey and Elisa nodded understandingly, then Mikey winked and held his thumb up.

"But first, we'll uh..." Leo explained, getting up, and then started pacing around. "..need to broker a truce between the Federation and the Triceratons. We want assurances that neither side will use the Teleportal technology for destructive purposes."

_"Agreed."_ Mozar and Blanque said together.

All three Turtles looked shocked.

"Huh?" they muttered.

"Wait, don't you guys wanna argue about it some more?" Mikey asked.

_"No, the Triceraton Republic is eager to settle this matter peacefully." _Mozar assured.

The three Turtles didn't look convinced.

"I don't think he's telling the truth." Elisa whispered quietly.

**(Mozar's bridge)**

Mozar turned to the Lt.. "Once we have the Teleportal, we hit the Federation with everything we've got." he whispered, as he was lying.

**(The cruiser)**

Leo, Mikey and Elisa kept staring at Blanque and Mozar.

"The Federation is equally eager to avoid an unnecessary conflict." Blangue assured.

**(Blanque's flagship)**

Blanque turned to one of his men, who was an alien. "Once we have the Teleportal, we hit the Triceratons with everything we've got." he whispered.

**(The cruiser)**

_"Now bring us the Fugitiod?!"_ Mozar and Blanque demanded.

"Uh..." Leo muttered.

Elisa looked out the window, and saw the others outside still working on the Teleportal, before turning to Leo and shaking her head.

"Okay, but...first we'll need to finalize your agreement." Leo said, as Raph waved his hands outside. "In writing of course."

Raph kept waving his hands as Cath, Donnie and Honeycutt kept working.

"That is, once we can determine a neutral meeting place mutually acceptable to both sides." Leo explained.

**(Blanque's flagship)**

"Naturally, the Federation will require assurances of non-aggression from the Triceratons." Blanque insisted, before turning to his man. "Prepare to attack."

**(Mozar's bridge)**

"We Triceratons have always honored our treaties." Mozar assured, before turning to the Lt. "Prepare to attack."

The Lt. walked away.

"It is the Federation that must provide assurances of non-aggression." Mozar insisted.

**(Blanque's flagship)**

"Are you accusing us of treachery, lizard?" Blanque snapped.

_"You Federation slime didn't force 150 planets under your rule by acting honorably!" _Mozar retorted.

**(Mozar's bridge)**

_"Well, maybe if you Triceraton buffoons hadn't managed to blow up your_ own_ Homeworld, you wouldn't be living on a bunch of floating rock fragments." _Blanque retorted.

**(The cruiser)**

The three Turtles watched the augment, Leo sitting in the main chair with his hands behind his head, while Mikey and Elisa both sat in front of him.

_"Hairless ape!" _Mozar snapped.

_"Overgrown lizard!" _Blanque snapped.

"This is better than a daytime talk show." Mikey commented.

"For once, I agree with ya." Elisa agreed.

Leo sat up and pressed a button a panel next to him. "How are we doing out there, Professor?" he asked.

On the planetoid, Honeycutt was wielding a piece in, as Donnie, Cath and Raph all watched.

_"Did we buy you enough time?" _Leo asked.

"I'm gonna say..." Raph began, when three Federation fighters flew over them. "..no."

The fighters then swooped down towards the planetoid, and then fired at Honeycutt and the Turtles on the surface. Raph and Cath both dived to avoid the blasts, which just barely missed them, creating a small smokescreen on the surface.

The fighters swooped down and fired again, this time some of the blasts hitting the cruiser, making Leo, Elisa and Mikey nearly loose their balance and fall onto their knees.

"Come on!" Leo said, as they got up, and ran towards the turrets. "Let's move!"

Elisa jumped into the one at the top, while Leo took the one on the left, and Mikey took the one on the right. They moved them around slightly, as three more Federation fighters swooped down.

"Fed fighters at 12 o'clock!" Leo shouted.

He moved his turret up and fired at one of the fighters, but missed as it flew away. Elisa then fired hers at it, but missed as well.

**(Mozar's bridge)**

Mozar sat in his chair while watching the battle. "This is an outrage!" he exclaimed angrily, hitting the chair with his metal hand. "It just goes to prove the Federation can't be trusted!"

**(Planetoid)**

Three Triceraton fighters swooped down towards the surface, and then fired at Raph and Cath as they ran towards the Teleportal.

Leo turned to the fighters. "Tri Fighters at 12 o'clock!" he shouted.

Mikey nodded and moved his turret around and fired at the Triceraton fighters, but missed. Elisa then moved hers and fired at the fighters, but missed as well.

_"It seems the Triceratons aren't to be trusted either!" _Blanque sneered, folding his arms.

"Hey, at least we got 'em to agree on something." Mikey said.

"You got a point there." Elisa admitted.

The three Federation fighters then landed on the planetoid on one side of the Teleportal, and then the pilots got out. The three Triceraton fighters landed on the other side, then the pilots got out.

"Victory!" they chanted, charging at the Teleportal.

The Federation pilots began charging as well.

"Get that Fugitiod!" the leader ordered, leading the way. "Move! Move!"

Leo, Elisa and Mikey came out of cruiser and ran towards the Teleportal, all carrying a Triceraton blaster.

"Please tell me you're ready, guys?" Leo said hopefully.

"We're ready." Donnie assured.

"But we haven't tested it!" Cath urged, as Leo, Elisa and Mikey made it to them.

The Federation pilots began firing at them, making them gasp, and then the Triceratons began firing as well.

"No time like the present." Raph called, as Leo tossed him his blaster.

Raph fired at the Federation troops, while Elisa fired at the Triceratons, as the others piled into the Teleportal.

The Federation troops then all ducked behind some rock.

"Fugitiod sighted!" the leader reported. "Move in! I repeat; move in!"

The three of them then got up and fired at Raph as he backed away towards the Teleportal. Elisa backed away as well as the Triceratons got closer to them all.

"Hurry up! Everyone get inside!" Leo roared.

Elisa dived into the Teleportal, and then Raph followed, before the door closed.

The Teleportal began powering up, as the blasts from both sides kept hitting it. Honeycutt and the Turtles all stood straight, as the lights all around lit up, but then suddenly powered down.

"I'm guessing it's not suppose to do that?" Mikey assumed.

"Gee, you think." Raph said sarcastically.

Elisa then looked up, and saw Mozar's dome ship getting closer to the planetoid.

"I think we've got more company!" she exclaimed, pointing at it.

The Turtles then all piled out of the Teleportal.

"Everyone, back to the ship!" Leo ordered, as all but him and Mikey fired their blasters.

They all looked up at Mozar's ship, before a powerful blast came out from the bottom of it, which then destroyed the cruiser.

"Ugh!" the Turtles moaned, as they and Honeycutt turned away.

Raph and Elisa then gritted angrily, while the others looked at what was left of the ship in horror, as it was now smoking fire.

The Federation and Triceratons troops began firing again.

"Back inside!" Leo ordered, as all but he, Elisa and Raph dived back into the Teleportal.

They then all followed them in, and then Elisa closed the door behind her, but then the glass began to crack from the blasts.

"The capsule won't hold much longer!" Donnie gasped.

"Oh, dear." Honeycutt mumbled.

"I've got a bad feeling about this." Cath gulped.

The glass then smashed and fell all over the ground.

Honeycutt then turned to Leo as the Turtles surrounded him.

"I'm afraid we have no choice now. You lot have to destroy me and the knowledge I process." Honeycutt urged, retracting his hand, and then brought out a small device. "This is an E.M.P failsafe control. It will overload all my circuity and wipe out my entire memory core."

Leo took the device, but then hesitated.

"If you don't destroy me _now_, a weapon of ultimate destruction will fall into the hands of lunatics, who will not hesitate to use it." Honeycutt insisted.

"I...I can't." Leo said.

"You swore, on your honor!" Honeycutt reminded him.

The Federation and Triceraton troops moved closer to the Teleportal, as the Turtles started sweating, not knowing what to do. Honeycutt nodded, then Leo got ready to press the button.

Cath sighed sadly. "Goodbye, Professor." she said quietly, as she and Donnie had grown close to him during this time, due to them all being braniacs.

Leo sweated even more as Raph, Elisa, Donnie, Cath and Mikey all stared at him, then he closed his eyes. He was about to press the button, when a blue light came over all seven of them.

"Aghh!" the Federation troops groaned, as the light blinded them.

"Ugh!" the Triceratons moaned, as they got blinded too.

"But...how can this be?" Honeycutt questioned in disbelief. "My Teleportal didn't work!"

"Well, somebody's did." Leo argued.

"Whoever it is, I hope they're friendly!" Cath hoped.

The light then moved and went over both the Triceratons and Federation troops.

"This feels kinda familiar!" Raph shouted, as they all began to dematerialize.

"Yeah! And I didn't like it the first time!" Mikey shouted.

"I'm gonna be sick!" Elisa gulped.

"Not in your helmet, sis!" Leo yelled.

The Federation troops and Triceratons dematerialized too, and were all then teleported up into space, leaving nothing on the planetoid but the wrecked Teleportal and Cruiser, and the Triceraton and Federation fighters.


	6. Secret Origins Part 1

At a news studio, a reporter called Dwight sat behind his desk for channel 3 news.

"Welcome back to continuing coverage of our top story." he said.

A small screen nearby showed a man waving a flag near the T.C.R.I building.

"Here's a recap of the events of the last eight hours." he continued. "As seen here..."

People on the footage screamed as a blue light went up the T.C.R.I building.

"..in our exclusive footage caught on home video, a blinding flash lit up downtown and surrounding areas, apparently..."

The blue light shoots up towards space.

"..projected into space. The origin of the flash was the T.C.R.I building, where senior correspondent Alex Carlin is standing by."

Alex stood outside the building, holding a microphone while looking at a camera.

"Yes, Dwight, the scene here is tense in front of the still silent T.C.R.I building..." he explained, before the camera went fuzzy. "What the?! It's happening again, what in the name off?!"

He pointed at the building, as a blue light shot back into the building.

"Is this the vanguard of some alien invasion?! Or is this...the end of life as we know it?" Alex questioned frantically.

* * *

As the light went inside the T.C.R.I building, some Utroms on hover pads, were working at the controls for the platform, as Mr. Mortu came towards them. The three of them then saw a small image of the outside of the building, and then the light showed up on the platform. Figures then materialized on the platform, then when the light left, the Turtles - still in the Triceraton spacesuits - and Honeycutt appeared on the platform.

"Ah! They're back." Mortu sighed, relieved.

The Turtles and Honeycutt got up.

"Not this place again!" Raph complained, as he and his family took the helmets off.

"Anywhere's better than that planetoid." Elisa argued.

"We're home!" Mikey cheered. "Yahoo! We made it."

He bent down and began kissing the platform.

Just then however, the three Triceratons and Federation soldiers from the planetoid materialized on the platform behind them.

"Huh?" Cath muttered, as they turned to the six troopers.

"Heads up, guys." Leo yelped. "Looks like we've brought back some tagalongs."

The Federation and Triceraton troops all turned and aimed their blasters at them.

"Rule number 1: Never pick up hitchhikers!" Raph said, twirling his Sais around.

His five siblings brought out their weapons and got ready to fight.

"No!" a voice yelled.

"Huh?" Cath muttered, as she turned around, and saw Mr. Mortu walking towards them.

"Remain stationary." he instructed. "We will return you to your native continuity. Ah!"

He ducked as a Triceraton blasted him.

"What is this madness?!" the Triceraton demanded, looking around horrified. "Where are the rest of our warriors!"

It and its two friends then spotted Honeycutt between Raph and Elisa.

"The Fugitiod!" one gasped. "Seize it!"

"Oh, dear." Honeycutt gulped.

"Fire!" a Federation solider barked.

The three of them and the Triceratons began blasting at each other. They then ducked to either side of the platform for cover - one Triceraton going missing as they did.

"Take cover!" Leo ordered, as he and Donnie ducked.

"We're caught in a crossfire!" Cath exclaimed, ducking.

The Turtles and Honeycutt all dived for cover, Mikey doing somersault moves towards the end of the platform.

"A welcome home party?" Mikey said sarcastically. "You shouldn't have."

The tail on his spacesuit was then blasted off by a Triceraton blast.

"No, I mean it." he said seriously, picking the tail up. "You shouldn't have?!"

He dropped the tail and ran for cover, as the blasters kept firing.

Elisa looked up slightly, but then ducked when a Federation blast nearly hit her.

"These guys must be really angry." she said.

Two Utroms on hover pads then flew over to the Triceratons and then past them.

"Agh." a Triceraton growled, turning to them.

He fired his blaster, hitting one's hover pad, making him fall to the ground.

"Ahh!" the Utrom moaned, once it hit the ground.

"Deploy status beam!" Mortu ordered.

A small beam laser came out of the second Utrom's pad, then it fired a beam at a Triceraton, freezing him solid. The Utrom moved his hover pad around while firing more lasers, freezing another Triceraton, and then the three Federation soldiers.

The Turtles then came out of hiding and stared at them.

"Huh?" they muttered, before turning to the Utrom.

Raph began to growl angrily, as it was the Utrom's platform that had zapped them across the space. Elisa herself was angry as well, because she blamed them for kidnapping Splinter.

"My children, stop!" a voice called.

The Turtles turned to a doorway, as another Utrom on a hover pad came in, followed by the two Guardians that had observed several of the Turtles battles, and then Master Splinter, fully fit and wearing his kimono.

"Master Splinter?" Leo gasped.

Their father came out of the shadows and looked at all six of them.

"They are not our enemy." he explained, shaking his head.

The Turtles mouths were wide open, before they ran towards their farther happily.

"Master Splinter!" they cried happily. "Sensei!"

They all hugged him in a group hug, Cath and Elisa with tears of joy in their eyes.

"My children, it is good to see you...too!" Splinter grunted. "Please, my spine."

"Ah!" Cath gasped, backing away quick.

The others then followed her.

"You okay, Sensei?" Cath asked, going into doctor mode.

"I'm fine, Catharina." Splinter assured. "Here, I want you to meet some friends."

The six Turtles all turned to the Guardians.

"I believe you have met the Guardians." Splinter said, as the blue-haired one bowed.

The other Guardian bowed.

"It was they who found me after the battle with the Shredder and brought me here, to these benevolent beings who saved my life." Splinter explained. "This is my good friend, Mr. Mortu."

The Turtles and Mortu all looked at each other.

"Mortu, these are my children." Splinter explained.

"Um...thank you, for saving our Sensei." Leo said nervously, bowing.

His five younger siblings then bowed as well, as an Utrom on a hover pad came towards Mortu.

"But...who are they?" Leo asked Splinter quietly. "_What_ are they?"

Splinter walked towards the Guardians.

"They call themselves Utroms." he explained, turning to his children. "And their story is inextricably interwoven with our own." He walked towards some large canisters of ooze as he continued. "The ooze that originally mutated us all, was a biproduct of their experiments, with this Transmat device."

He pointed to the platform where the five frozen soldiers were on.

"So, the chemical makeup of the ooze is caused by the interdimensional shifts of non-essential subatomic particles." Donnie deduced.

Elisa, Raph, Leo and Mikey all looked confused.

"Translation?" Leo asked Cath.

"Agh!" Cath sighed. "He means; the ooze was created from chemicals from outer space, I think."

"Even_ you're_ not sure this time?" Elisa inquired.

"Yep." Cath replied, folding her arms.

"But, where were we transported?!" Mikey asked frantically. "How did we wind up back here?! And what...what?!"

Raph slapped him over the head.

"Ow!" he yelped, turning to Raph.

"All will be explained. First, there's some business to take care of." Mortu explained, before he turned to an Utrom by the Transmat controls. "Beam these intruders back to their original coordinates."

"Yes, sir." the Utrom obeyed.

He turned his hover pad to the controls, then used its tentacles to press buttons on the it.

The Federation and Triceratons soldiers on the platform then dematerialized away and then vanished. The Triceraton who manged to avoid getting frozen however, crawled along the floor unseen by anyone.

"Master Splinter, this is Dr. Honeycutt." Leo explained, as Honeycutt stared at the Guardians and Mortu.

"I must apologise for my current condition." Honeycutt said. "This mechanical body..."

The Triceraton then fell into a hole at the end of the room, then fell down a tunnel, and landed in the sewers. He landed into the water, then got up, and began to wander down the tunnel, not seeing what else he could do.

* * *

Later, the Turtles - now without their spacesuits on - and Honeycutt had just finished explaining what had happened to them all to Master Splinter, the Guardians and Mortu.

"..and that's how I came to be here." Honeycutt finished.

"I see my children have gotten into their usual amount of trouble in the eight hours they've been gone." Splinter explained.

The Turtles gasped, for they'd been gone longer than that.

"Eight hours?" Leo questioned.

"We've been gone for three weeks!" Elisa swore.

"Perhaps I can explain." Mortu said. "The exigencies of interdimensional travel effect not only the basic laws of 3 dimensional space, but the fluidity of temporal mechanics as well."

"That...is so cool." Donnie remarked, as he and Cath only understood.

"Yeah, if it meant any sense at all!" Mikey complained.

"He means time works differently across space and interdimensional travel." Cath translated.

"Now that makes more sense." Leo complemented.

"Well, what the heck is going on here?" Raph questioned, confused.

"My friends, let there be no more secrets between us." Mortu said.

He opened up his suit, reveling himself to be an Utrom in an robot suit.

"Ugh!" the Turtles said, disgusted.

"Follow me." Mortu said. "We shall begin at the beginning."

He walked towards the door, then the Turtles, Splinter and Honeycutt all followed.

* * *

Outside the building, the U.S military had been called in to get inside. Tanks rolled down the streets as soldiers marched next to them, while a bunch of people stood behind the barriers that had been set up, wondering what was going on.

A truck then pulled up outside the front door, then soldiers piled out of it.

"Alpha unit, move out!" the Lt. in charge ordered.

The squad ran towards the door.

"All civilian personal, clear the area!" a Capt. ordered.

A small mechanical spider then came down from beneath the truck, and then slowly made its way towards a fire hydrant.

"Go, go!" a Sgt. yelled, as he and a soldier ran past the hydrant.

The spider then followed after them, and then began to climb up the T.C.R.I building. Once it was near the top, it turned around to the soldiers, just as a head came out of it. It then turned around and reveled itself to be Baxter Stockman, who had somehow survived the explosion of his cyborg armour, but now only had his head and brain left.

"I'm back." he grinned, before he crawled up the building, sniggering evilly.

* * *

Mortu led the Turtles, Splinter and Honeycutt into a yellow room, which had a large machine in the middle.

"I've seen this movie. We're uh...not gonna have anything burst out of our chests, are we?" Mikey asked nervously.

Mortu then stood by the machine, which had seven pods in, and turned to the others.

"This is the Oracle Pod Chamber, where our race assumes its highest state of communion." he explained. "Where many minds enter into oneness, by sharing life experience. Inside these pods, you will be able to share the story of our lives."

"You know, I can't think of one science fiction movie where a pod has been a good thing." Mikey said.

"Even escape pods from the Star Wars films?" Elisa smirked.

Mikey thought for a minute. "Touché." he said, taking back what he said.

Mortu began working on the controls for the Pod Chamber.

"All will be explained." he promised, turning to everyone. "Please, enter the pod."

The covers over the seven sections of the pod opened up, then Splinter and the Turtles climbed in. (Cath was between Donnie and Leo, while Elisa was between Raph and Mikey) The covers then closed, then small device came down onto Raph's head.

"Easy." he said, grumbling.

"Fascinating." Donnie awed, as one went onto his head.

"Incredible." Cath remarked, as one went onto her head.

"A little off the top please?" Mikey joked, as one went onto his head. "Heh, heh!"

Once Leo, Elisa and Splinter had their devices on too, Mortu worked at the controls again.

"Prepare yourselves to become one..." he explained, using his tentacle to slide a switch along. "..with the memories of the Utroms."

He pressed a button, then the Turtles and Splinter closed their eyes as the devices on their heads lit up.

"Whoa!" they yelped, as their minds were transported away.

"Amazing." Donnie said, as yellow lines went around all of them. "Technically, this is only happing in our minds. And, we're all sharing the experience simultaneously."

"Huh?" Raph muttered.

"He means sharing together." Cath translated.

They all then found themselves standing on the bridge of a spaceship, all of them slightly greener.

"Whoa, dude. We're on an Utrom starship." Mikey said amazed.

Elise turned and saw three older Utroms floating in a tank full of water nearby.

"I guess they're not in good shape." Elisa assumed.

They then all turned to one nearby, as the ship flew through space.

"Your blessing, honored navigators." he said, turning to the three in the tank.

"Your course is straight and true..." one said.

"..through the vastness of space and time." the second said, this one being slightly brown instead of pink.

"Captain, you have the blessings off..." the third said, this one being dark brown.

"The navigators." they all said.

"Master Splinter, your friend Mortu's the captain." Leo gasped, as they recognized the captain's voice.

"No wonder he's in charge of the T.C.R.I building." Elisa deduced.

Mikey turned to the three in the tank.

"Okay..." he said uneasily, before turning to Mortu. "I'm not even gonna ask about the brains in the jar, Mr. Mortu."

Mortu ignored him as he began working on the controls.

"Mr. Mortu." Mikey tried again. "Guys! Yo, blob heads."

Nobody answered him.

"Fine, be that way." he said annoyed. "Snooty Utroms."

"Mikey, this is all Utrom history." Donnie explained, walking towards him. "It's already happened. We're just experiencing it in our minds. It's like watching a movie in our heads."

"But, it all seems so..." Mikey argued, putting his hand by the tank, but it went right through it. "..real."

The tank then vanished, freaking the Turtles out.

"Whoa. What's happening?" Raph wondered.

"If it's a movie, maybe we're cutting to the next scene." Mikey suggested.

The scene then changed, showing a blood red Utrom with a purple scar over his right eye in a tank pod.

"For once Mikey, I've got to hand it to you." Elisa admitted, amazed.

They all turned to the red Utrom, who had four wires on him to keep him still.

"These security precautions are pitiful." he snarled. "You will _never_ hold me."

Mikey then jumped as Mortu passed right through him.

"We have finally recaptured you after a hundred years search." he said. "We're not about to loose the most ruthless criminal the universe has ever known."

The red Utrom laughed sinisterly.

"I will escape, and you will all perish." he sneered. "That is my promise."

Donnie, Cath and Mikey looked shocked.

"Big talk, little slime ball!" Raph retorted, insultingly.

"Big talk, little slime ball!" Mortu insulted.

"Hey, I like the way this Mortu guy thinks." Raph remarked, impressed.

"It's like he's a mixture of you and Don." Elisa noted. "Your trash talk and Donnie's brains."

"Ellie's right there." Cath giggled.

Mortu then flew away, as Mikey ran towards the tank.

"Yoo-hoo. Hey there, you ugly little Utrom." Mikey joked insultingly, before blowing a raspberry while sticking out his tongue.

Splinter came over and touched his youngest's child's arm.

"Michelangelo, you should know better than to tempt fate!" he said sternly.

"But Master Splinter, you're always saying we should tell the truth." Mikey said. "And the truth is, Mr. Creepy here is pretty ugly."

"That is _not _the point!" Splinter scowled, as Mikey blew another raspberry.

The father sighed as Mikey stick his tongue out and made rude noises.

The scene then changed again, going back to the bridge.

"Hey, look." Donnie said, spotting Earth nearby. "They're passing close to Earth."

An Utrom then flew over to Mortu.

"Captain, the prisoner has escaped!" he reported frantically.

Mortu turned to the controls. "Security, report?!" he asked.

_"The prisoner is attacking!" _an Utrom reported loudly. _"We're... Agghhhhh!"_

Mortu gasped horrified.

"I wonder how that creep escaped?" Elisa admitted.

"You got me, sis." Cath shrugged.

An alarm went off as the ship's lights began flashing, and then the power went off.

"Emergency! Power cut!" the pink navigator reported. "Engines are offline."

"Our minds are going dark..." the dark brown one said.

"..cell by cell." the light brown one finished. "We are undone."

"Helm, you have control of the bridge!" Mortu explained. "Security detail with me! To the engine room!"

He and the security team then flew off.

"I hope nothing bad happens to these guys." Raph admitted. "I'm kinda getting to like 'em."

"Whatever happens, it's _all history_ now, Raph." Leo explained, as they was nothing they can do.

The scene changed again, showing the engine room, with all seven mutants standing on a pipe around the core.

Mortu and his security team then entered the room and began looking around.

"Careful. The prisoner is very crafty." Mortu warned.

They all gasped as they heard a sparkling noise, and then saw the red Utrom down below, holding two sparkling wires.

"You see, I _always_ keep my promises." he snarled. "Goodbye, captain."

He put the two wires together, creating a large shockwave through the room.

"Whoa!" the Turtles yelped.

The ship began to loose attitude, and then the engines blew up. Mortu and some Utroms entered the bridge, as the ones already onboard panicked, and then Mortu grabbed a control.

"Helmsmen!" Mortu yelled, as some of his crew panicked.

"Hurry!" one cried.

"Helm, set course for that...uncharted planet!" Mortu ordered, pointing at Earth, as the ship crashed towards it. "We are Utroms. We are one. We shall not fail. We shall not fail."

The Turtles and Splinter all watched in horror.

The ship then burned up as it entered Earth's atmosphere.

"It's only a movie." Mikey told himself. "It's only a movie. It's only a... We're all gonna die!"

The ship then dived towards a piece of land, as Mortu tried to steer it, while the Turtles gasped. The ship then crashed against the ocean, then hovered slightly above it while moving towards the land. Mortu pulled a lever back as he tried to get the ship up, but it bounced along the waterline.

"Aghhh!" Mikey screamed, making Elisa cover his mouth.

The ship then crashed once it reached the land. The Turtles and Splinter then all got up, going right through the ship.

"Dude." Mikey said.

They all looked and saw the ship was badly damaged, just as the Utroms on the bridge got up weakly on their hover pads.

"I can't believe we're in one piece." Mikey said, looking at himself.

"Remember, this is all a memory." Donnie reminded him. "An illusion."

"Tell that to my stomach." Mikey moaned, before he vomited.

"Eww." Cath and Elisa said disgusted, as Donnie looked away.

* * *

In the real world, the military still hadn't manged to get inside the building. Two soldiers moved a barrier aside, and then a tank rolled through it towards the building, going right past the Battle Shell, which was still in the alley.

Inside it, Casey glared at the military, while April tried to contact the Turtles, both worried as they hadn't heard a word in over eight hours.

"Looks like they're gonna try something." Casey snarled.

"The guys still ain't answering their Shell Cells." April said worriedly. "They've been gone over eight hours already!"

"Alright, time's up. I'm going out there!" Casey decided, getting up.

"To do what, Casey?!" April inquired, grabbing his arm, stopping him. "There's about a hundred national guardsman between us and them. The best way we can help the guys, is sitting tight, and being ready when they need us."

Casey groaned and punched a console in anger. "I know, but I don't have to _like_ it." he complained.

* * *

Back in the memory world, the Turtles and Splinter saw the surviving Utroms gather together around their wrecked ship - the three navigators inside a tube of water.

"My friends and honored navigators, we are all safe, but the ship is ruined." Mortu explained sadly, holding a device.

He pressed a button on it, showing a holographic map of their home planet.

"We are stranded on this...primitive planet, millions of light years from our homeworld." he went on.

"There is _not_ enough to salvage..." the pink navigator began.

"..to repair the ship?" the light brown one finished. "We cannot..."

"..return to our homeworld?" the dark brown one inquired.

"No." Mortu answered sadly.

"How are they gonna get home?" Mikey wondered sadly.

The others didn't answer, as they weren't sure themselves.

"Captain, there's a structure beyond the next rise!" a yellow Utrom reported - who was the Helmsman - coming towards Mortu.

Mortu led his fellow Utroms up a hill, as Splinter and Turtles followed him, and then they all saw an ancient Japanese building.

"This is...Japan." Leo gasped, speechless.

They all then saw a Samurai practicing some moves.

"11th century Feudal Japan from the look of it." Donnie noted.

"I thought Feudal Japan started in the 12th century?" Elisa questioned, starching her head.

"It did." Leo replied.

"Well, I got one word: Wow." Raph awed, as Splinter nodded.

"To actually be here, to see the birthplace bushido and ninjutsu." Leo said amazed.

"Like a dream come true for you." Cath joked, patting his arm.

"Hey, guys!" Mikey called.

His family turned to him, as he made his way towards the Samurai with his Nunchucks.

"Check me out, I'm in a Samurai movie!" he called.

He swung his Nunchucks around, as the Samurai sent four slices at him, passing right through as it was only a memory.

"Your blade cannot touch the mighty Ronin, Michelangelo-san." Mikey mocked in an oriental accent. "I am the storming sea. I am the breaking wind."

"Michelangelo, show some respect!" Splinter scowled.

"Ah." Mikey moped.

He walked towards his family, as the Samurai kept practicing his slashes.

"Sorry, sensei." he said, putting his Nunchucks away.

He then stopped when some rice balls caught his eye.

"Well, I'm defiantly gonna respect his breakfast." he smirked.

Elisa sighed in annoyance as she and the others walked towards him, as he bent down near the food. He touched one of the rice balls, his hand going through it - although he didn't know since his eyes were closed - then put his hand to his mouth.

"Huh?" he muttered, confused.

He tried to pick up the rice balls again, but his hand went right through it.

"There is some sort of a lesson here." Splinter stated, as Mikey kept trying to grab the food. "But I'm enjoying this too much to think what it is."

The others laughed hilariously as Mikey kept trying to grab the food.

A while later, the Turtles and Splinter were back at the ship with the Utroms.

"In brief, Captain, we conclude that the technology on this planet is too primitive to build a flying vehicle, let alone an interstellar ship or even a hyperspace transmat device." the Helmsman reported to Mortu, showing a hologram of Earth from his hover pad. "The technology simply does not exist."

"Not yet, but we can _wait_." Mortu said.

Mikey looked shocked. "Okay, reality check: How long do these guys live?" he questioned. "They're going to wait centuries until they can build a way home?!"

"I believe, that is exactly what they do." Splinter answered.

"Waiting a thousand years just to go home? That sure is a _long_ wait." Elisa commented.

"Sure is." Leo agreed.

* * *

Back in the real world, as the military kept trying to get into the building, Stockman kept crawling along one of the walls. He then stopped near a window, then a small scanner came out of the front of his spider body, and then he started scanning the fake window the Turtles had used to sneak into the building.

Once the scan was done, he hid his head, and then sneaked in through the window, as the booby trap hologram was still down.

"Proceeding to phase 1." he reported, as he crawled along the ceiling.

He then laughed sinisterly as he crawled past the booby trap.

* * *

Back in the memory world, Splinter, the Turtles and some Utroms - including Mortu - all watched as some Japanese people walked by a river and a tower. The Utroms then hid beneath the bushes as the people came towards them.

"Hmm?" Mortu muttered, thinking.

Later, as it got dark, Splinter, the Turtles and most of the Utroms stared at Mortu and Helmsman, who both hovered above a covered up object.

"From our technology that we'd been able to salvage from the crash, I give you the Exo-Suit." Helmsman explained.

He and Mortu lifted the cover up, showing one of the Robot suits the current Mortu was in.

"With the proper covering, this will allow us to move among these humans undetected." the Helmsman explained, as he got into the middle of the suit.

"So that's how they came to develop those robot bodies." Donnie said, impressed. "Amazing."

"I believe a field test..." Helmsman said, as he struggled to move his Exo-Suit forward. "Oh! ..is in order."

"He sure is struggling." Elisa noticed.

"Well, this was their first try." Cath argued fairly.

Later, Helmsman moved his Exo-Suit - now covered up with a kimono and a Japanese hat - by the lake, walking past two Japanese men as he did, struggling to keep his balance. The Turtles and Splinter followed him as he walked slowly, before a woman past right through Mikey and Elisa.

"Eep!" Mikey yelped.

His siblings laughed at him, while Elisa hit him playfully on the back of the head.

"Ah. Satisfactory." Helmsman sighed, as he was now getting the hang of it. "Most satisfactory. Test one concluded. First outing a complete success."

As they all entered a forest, Helmsman stepped onto a trip wire.

"What?!" he exclaimed.

They all looked up, as a log on a rope shot down towards them.

"It's a trap!" Leo exclaimed. "Look out!"

"But, Leo...!" Elisa argued, before the log passed through her, him and Donnie.

It then hit the Exo-Suit, sending it flying away onto a pile of small logs.

"Ah!" Helmsman groaned.

The kimono had come loose, making him look up at the sky. A shadowy figure then approached him, and then he gasped, for it was the red Utrom.

"You?!" Helmsman gasped, horrified.

"What a wonderful toy." the red Utrom said greedily. "I want to play!"

The Turtles all turned to the two Utroms.

"It's that evil Utrom." Raph said, bringing his Sais out.

The red Utrom then knocked Helmsman out of the Exo-Suit.

"Ahh!" he yelled, before the red Utrom got into the Exo-Suit.

"I was kinda hoping he didn't survive that crash." Raph sneered, crossing his Sais over.

"That makes two of us." Elisa gritted, clutching her fists.

"How could that guy be_ so different_ from the rest of his kind?!" Cath wondered, gritting her teeth.

"You got me, sis." Donnie shrugged, unsure himself.

The red Utrom lifted the Exo-Suit up and laughed evilly, as Helmsman tried to run away on his tentacles, before he was picked up.

"Ah!" Helmsman grunted painfully.

The red Utrom held him up near the belly of the Exo-Suit, angrily all the Turtles.

"I know this happened a long time ago, but I'm getting mad right _now_!" Raph growled, as the others brought out their weapons.

The red Utrom then tossed Helmsman away, then Raph dived in to hit him, followed by Elisa and Leo, but they all passed right through him. Cath then jumped and tried to pounce on him, but she passed right through, then Donnie landed near him and tried to trip him with his Bo, then Mikey jumped right through him.

"Well, that was useless." Donnie remarked sarcastically, as the red Utrom walked the Exo-Suit away.

"Now you tell us?!" Cath groaned, getting up.

The seven mutants saw the red Utrom walk away, while laughing happily with his new _toy_.

The scene then changed again.

"Now what?" Raph wondered.

"Time's passing." Donnie realized, as the scene showed the Utrom's ship. "A lot of time."

The family then saw the Utroms building more Exo-Suits, Helmsman now with a bandage around his head.

"I feel sorry for him." Cath sighed sadly, staring at him.

"Guess it's the doctor in you." Leo said, touching her shoulder.

Cath nodded.

Some Utroms inside their Exo-Suits began loading whatever was salvageable onto hover carts.

"What's happening?" Raph wondered.

A group of ninjas then showed up out of nowhere and landed near the Utroms, who turned in shock, as the ninjas began throwing bombs at them.

"Aghh!" they moaned worriedly, as a fire started.

Three of the ninjas then landed near the fire, followed by a man in amour which the mutants found slightly familiar.

"Huh?!" the Turtles gasped.

"I don't believe it." Elisa squeaked.

"Are you seeing what I'm seeing?" Mikey squeaked.

"It looks kinda like the Shredder." Leo noted.

"Kinda too much like the Shredder." Raph corrected.

"But it can't be." Leo argued, as Fedual Shredder raised his gantlet.

"Ninjas, attack!" Feudal Shredder ordered. "Destroy them all!"

A ninja knocked two Utroms in Exo-Suits away.

"Just 'attack', for _no_ reason at all?!" Cath growled.

Feudal Shredder kicked an Utrom in an Exo-Suit away, but then many more piled on him.

A ninja then kicked another two away, just as Feudal Shredder knocked away all the ones holding him.

"What is the meaning of this?!" Mortu demanded, as Feudal Shredder stared at him in his Exo-Suit. "We mean you no harm."

Feudal Shredder ignored him as he walked closer, and then kicked Mortu away. He then hit the head of the Exo-Suit twice with the palm of his hand, and then once in the chest, and then kicked Mortu's Utrom face, knocking the Exo-Suit down.

"We come in peace." Mortu pleaded.

"But you'll go in pieces!" Feudal Shredder sneered, ignoring him.

He nearly stomped on Mortu, but missed as he rolled away in time.

The Turtles and Splinter watched, horrified by what was happening.

"It can't be _our _Shredder." Donnie said. "This is seven hundred years ago. It must be the Shredder's ancestor or something."

"Well, I think this Shredder's even _more _evil than ours was!" Elisa gritted.

"I agree, since he just seemingly ignored Mortu's peace claim, and attacked him for no reason at all!" Cath growled.

"You're starting to sound like Raph." Mikey noticed nervously.

* * *

In the real world, Stockman crawled along the ceiling of a hallway, as two Utroms in Exo-Suits walked by. Stockman then made it into the Pod Chamber room, and began crawling towards it.

"I must say, this is a most intriguing device, sir." Honeycutt remarked, starting at the controls with Mortu. "We really must exchange cosmo-iferial equations sometime."

Stockman crawled around the Pod Chamber, then reached a small panel. He lifted his head up, and pulled the panel open.

* * *

Back in the memory, Feudal Shredder began approaching the seven mutants, as the battle was now over.

"Mikey, get back." Leo urged, as Mikey was closest. "Don't get too close to him."

"Ah, don't sweat it, Leo. Like you told me, this _isn't_ real remember?" Mikey said, walking through Feudal Shredder, before turning to him. "Hey, ugly."

He stuck his tongue out and made some rude noises.

"Mikey, no!" Elisa scowled.

* * *

In the real world, Stockman was now tinkering with some of the wires behind the panel he pulled off.

"Sweet dreams." he sneered, before he joined two together, creating a spark. "You cruised freaks."

* * *

In the memory world, Mikey kept making rude noises at the Feudal Shredder as his family watched, when their weapons suddenly vanished - including Splinter's walking stick - and they all turned to their normal colors.

"What the?!" Raph gasped, all of them shocked.

"O-our weapons!" Leo gasped, looking where his swords had been. "They've disappeared."

"What's going on?!" Elisa exclaimed.

* * *

In the real world, Stockman grabbed two more wires.

"Or should I say: very unpleasant nightmares." he grinned, pulling them loose.

He laughed sinisterly.

* * *

In the memory world, Feudal Shredder turned around to Mikey, as he could see him now.

"What?!" he exclaimed.

Mikey gulped as Feudal Shredder approached him, and then Feudal Shredder hit him with his gantlet, sending him away towards some bamboo trees.

* * *

In the real world, Honeycutt and Mortu were looking at the pod controls, when something went wrong, thanks to Stockman.

"Ah. What's happening?" Honeycutt asked, horrified.

"I don't understand." Mortu said shocked, pressing buttons with his robot hands. "Something has gone horribly wrong!"

They both turned to the pods, and saw Mikey's vitals going crazy.

"Oh, dear." Honeycutt gasped. "Michelangelo's vital signs! They're going critical!"

"This is Stockman, all finished here." Stockman reported, before he crawled away from the panel. "I am proceeding to phase 2."

* * *

In the memory world, as Mikey lay unconscious, his family all ran towards him frantically.

"Mikey!" Leo cried, as they gathered around Mikey.

"Oh, no." Raph muttered, as he and Cath crouched down.

"Michelangelo." Splinter said worriedly,.

"Mikey, talk to us?" Cath cried, holding his head up.

Feudal Shredder came out of a fire smokescreen, and then stared at the mutants.

"Curious." he said, before turning to his ninjas, who were all bowing on their knees. "Capture those...strange creatures. They may prove useful."

He walked past his ninjas as they all got up.

Splinter touch Mikey's chest as Cath checked his pulse.

"Michelangelo needs help." Splinter gasped. "He is badly hurt."

"Where's my med kit when I need it!" Cath complained, lifting her head up.

The other four Turtles gasped as the ninjas surrounded them.

"Someone must have...altered the program on us." Donnie gulped.

"Well, whoever it is, is gonna pay for what's happened to Mikey!" Elisa vowed, cracking her knuckles.

"Whatever, we're in it up to our necks." Leo said. "This reality is virtual anymore."


	7. Secret Origins Part 2

A light goes through the T.C.R.I building.

_Donnie: I have to tell you..._

The Turtles stand on a platform, which lights up.

_..science-wise, this has been the most exciting time __in my young, techno-geek mutant life. _

The Turtles dematerialize, then a blue light shoots across the galaxy.

_I mean, we were trans-materialized across the galaxy..._

The Turtles run away from the Spasomsaur in the Tri-Sports Arena.

_..to a whole other civilization and then back home to..._

A blue light goes back into the T.C.R.I building, then the Turtles take off their captured Triceraton helmets.

_..planet Earth again..._

"Yahoo!" Mikey cheered.

_..all thanks..._

Four Utroms fly out of their Exosuits.

_..to this alien race called the Utroms, who..._

They all land on pads on a device.

_..also saved the life of Master Splinter. _

Splinter turns to his children.

_On top of..._

Mortu shows Splinter, the Turtles and Honeycutt the Utrom's Oracle Pod chamber.

_..that, I got to experience the most..._

The Turtles and Splinter sit inside pods which then closed on them.

_..amazingly advanced virtual reality..._

Mortu presses buttons on a panel.

_..system ever: The Utrom's Oracle Pod. This incredible..._

A small device goes onto Splinter's and the Turtles' heads, and then they closed their eyes.

_..device lets us experience the history of the Utroms firsthand. _

The Turtles and Splinter show up inside the Utrom Spaceship, as past Mortu and crew float around.

_We watched how..._

Past Mortu goes right through Mikey, and stares at a red Utrom in a container.

_..the Utroms were transporting a dangerous prisoner... _

The prisoner laughs, then the spaceship crashes down towards Earth.

_..when they crashed on Earth. _

Mortu tries to pull the ship up, but it crashes against the shore of Japan.

The Turtles and Splinter sees the Utroms camping out.

_Marooned, they've been hiding among us..._

Mortu looks at a device, while the council was in a container tube.

_..for centuries, waiting for..._

A light comes out of the device, then Mortu looks at the sky.

_..our technology to advance, so they can build a way home. _

Feudal Shredder and a bunch of his Foot show up.

_We even observed the Shredder's ancestor. _

Mikey walks right through Feudal Shredder

_Then, the most remarkable thing happened: our..._

The Turtles weapons vanished, while they became trapped inside the reality.

_..weapons disappeared and we became part of the action. __It was amazing! _

"Uh-oh." Mikey gulped, as Feudal Shredder approaches him.

_Well. ..it would be amazing. _

Feudal Shredder hits Mikey with his gauntlet, sending him flying away towards some bamboo trees.

_..if it didn't promise to be so deadly!_

The Feudal foot surround the other Turtles - except Cath, who was checking on Mikey with Splinter.

* * *

As the ninjas approached the family of mutants from all sides, Splinter and Cath both checked on Mikey.

"My son, can you hear me?" Splinter pleaded.

"Mikey, talk to us?" Cath cried, fighting back tears.

"Michelangelo?" Splinter cried, as they held him up.

* * *

In the real world, Honeycutt stared at the Pod Chambers in horror, as Mikey's head device beeped rapidly, while Mortu worked on the control panel.

"Michelangelo is going critical." Honeycutt explained, turning to Mortu. "You must pull them out of the virtual reality system?"

"I'm trying." Mortu assured. "The system is locked up. Controls ain't responding."

"Oh! How could this have gone so horribly wrong?" Honeycutt wondered, as he started helping.

As they worked, Stockman moved along the room, and then began climbing up a wall, then his left eye - which was now a red light - lit up.

* * *

In the virtual reality, Leo, Donnie, Elisa and Raph all stared at the ninjas, as Cath and Splinter kept hold of Mikey.

"Steady, guys." Leo advised. "This is about to get ugly."

"When hasn't it?" Elisa inquired.

"This shouldn't be happening!" Donnie complained. "This is suppose to be virtual reality."

He dodged as a ninja tried to slice him, and then he kicked him in the side.

"They're not suppose to be able to..." Donnie went under, ducking under another's sword, before kicking him in the face, knocking him away. "..see us..." He back flipped and kicked the first away from him. "..let alone attack us."

A ninja then tried to slice Raph, but he grabbed his arms, and then got behind him.

"Come on, ladies?" Raph dared, holding the ninja like a dummy. "Let's dance?"

Raph moved back while holding the ninja, as another two came towards them, and then Raph blocked their swords while holding the first. Raph then used the ninja's sword to knock away the third's, followed by the second's. He then broke the first's wrist, making him drop his sword, and then he pushed him towards the others, then he jumped and kicked the first as he turned around, knocking him down onto the others.

Elisa did a sideways somersault to her left as one tried to slice her with his sword, before she jumped back and pounced on him, knocking him out cold. She then turned as another came at her with his sword, then she grabbed the first's sword and blocked another slice from the second, before she kicked him in the chest, knocking him down.

A ninja then threw four Shurikens at Donnie, who managed to dodge them all, making him smile, before four bamboo poles fell onto him.

"Ow! Ow! Ow! Ow!" he groaned, as they hit his head.

A ninja Lt. - by his mask being different from the rest - lowered his sword, ordering more to attack.

"Leonardo, we must become shadows." Splinter realized.

Leo jumped and kicked two ninja away, knocking them down.

"Guys, time to disappear!" Leo shouted.

"You don't have to tell me twice!" Cath said.

"Raph, help Cath get Mikey and held for the bamboo!" Leo ordered.

Raph turned and helped Cath get Mikey up, as Donnie kicked a ninja away, and then Elisa butterfly kicked another, sending it away. Cath and Raph lifted Mikey up and wrapped his arms around their shoulders.

"Hang on, little bro." Cath said worriedly.

"Don, Ellie, you're with me." Leo said.

Raph and Cath both turned around and jumped behind a bush while holding onto Mikey, and then they ran away while holding onto him.

Donnie then kicked a ninja away from him, while Leo grabbed another's shoulders, and then threw him away. Elisa then dodged a ones sword, before grabbing its arm, and then pulled it over her shoulder, and then dived down and hit it in the chest with her elbow.

Splinter then chopped a lot of bamboo sticks up with his hand, and then he jumped up.

"My children, catch!" he called, kicking some away.

Leo, Donnie and Elisa all jumped up and then Leo grabbed two and held them like swords, then Donnie grabbed one and held it like a Bo, while Elisa grabbed two and held them like pipes.

They all landed and looked up, as a bunch of the ninjas dived towards them. Donnie then jumped up and whacked three of them with his stick, knocking them away.

Elisa blocked ones sword with her sticks, before kicking him away from her, then she turned and whacked another in the chest with the other.

Leo then whacked two in the chest with one of his sticks, knocking them down, and then he whacked a third with one. He then blocked a fourth's sword, before knocking it out of his hand, and then whacked him in the head with one, knocking him down.

More ninjas then came up behind the Lt., who looked petrified at what he'd seen. He and the others then moved back, as Feudal Shredder showed up, as the three Turtles turned to him.

"Uh-oh! Here comes the Shredder's great-great-grandpappy." Leo gulped.

A few ninjas then fired arrows from bows at the three Turtles, which went right through their bamboo sticks.

"These guys may not be real..." Donnie said, as two went through his stick. "..but they mean business."

"I think it's time for a tactical withdraw." Elisa summonsed.

"I agree. Let's go." Leo said, as they turned around and ran off.

They all jumped over the bamboo poles and into the forest, as more arrows shot at them. A few ninjas began cutting their way through with their swords, but saw no sign of any of the mutants.

"Send some men to watch the road through the forest." Feudal Shredder ordered. "They won't get far."

The Lt. and a few others turned and walked off, as Feudal Shredder turned to the rest.

"You others, come with me!" he ordered, as he walked past them.

The others began following him.

"I have important business in the village." he explained.

Unknown to any of them, Leo, Donnie and Elisa were all hiding up a tree looking down on them.

"Guys, go find the others, make sure they're okay." Leo said. "I'm gonna follow Mr. Personality for a bit. I'll catch up."

He jumped off his branch and onto the ground.

"Good luck." Elisa said, as Leo ran off.

* * *

Back in the real world, Honeycutt and Mortu were still working on the control panel, but couldn't get Splinter and the Turtles out.

"Why don't we just shut the system down?" Honeycutt suggested.

"Normally it would be that simple, but the system's been tampered with." Mortu explained. "The slightest disruption or energy spike could destroy them. We must disconnect their minds from the memory pods carefully, but it will take time."

They both turned to the pods.

"Let us hope they can survive that long." Mortu hoped.

"Then I hope Catharina's medical knowledge can help Michelangelo in there." Honeycutt hoped, having heard about what each of the Turtles was like during their time together.

* * *

In the virtual reality, three blacksmiths were working on carving a sword, when Feudal Shredder came towards them, along with some of his ninjas. The three blacksmiths stopped working and walked towards them all, one carrying the sword blade, and then bowed.

Leo watched from up in a tree, as Feudal Shredder approached the blacksmiths.

"Swordsmith, is it finished?" Feudal Shredder asked.

"Aye, Tono-sama." one Blacksmith said, picking up the sword, which was wrapped up, and then he walked towards Shredder. "I made the blade just as you requested."

He crouched down and unwrapped the blanket around the sword.

"The metal is amazing. I have never seen its like before." the man explained, holding it up.

Feudal Shredder took the blade. "Nor will you ever again. Let us just say, the..." he said, taking out a handle which Leo recognized. "..metal, fell from the heavens."

He put the blade on the handle, making the Sword of Tengu, which then powered up, freaking out the three blacksmiths.

"Just as the ninja said to have descended from goblins, behold; the Goblin's Sword, the Sword of Tengu!" Feudal Shredder declared.

Leo gasped in shock, not believing his eyes.

The three blacksmiths backed away in fear.

"And now for your..._payment_." Feudal Shredder sneered, lowering his eyes.

He fired a blast out of the Sword of Tengu, which hit one of the blacksmiths, sending him flying into the other two, and then into a wall of their hut.

"Ah!" they moaned, sitting up.

"The sword is perfect." Feudal Shredder grinned. "With it, my enemies will _not_ be able to hide. I will find them, and destroy them!"

He laughed evilly as Leo kept watching in horror.

* * *

Elsewhere, the other Turtles and Splinter were hiding in a forest, Cath checking on Mikey, as Elisa stood guard.

"See anything, sis?" Raph asked, walking towards her.

"No." Elisa replied. "No sign of Leo or that Feudal Shredder anywhere."

"How's Michelangelo, my daughter?" Splinter asked Catharina.

"I can't tell, sensei." Cath sighed, turning to her father. "I'm just glad he's alive right now. We'll just have to hope he wakes up."

They all then heard a rustling, and looked up, just as Leo jumped down from a tree and landed near them all.

"How's Mikey?" he asked.

"Still the same." Cath explained.

"We must be careful, 'cause I fear as in this dream world, if we believe we have died, then we will truly die." Splinter explained.

"Being careful _won't_ be easy." Leo said, shaking his head. "That guy that looks like the Shredder, he just invented the Sword of Tengu."

Splinter gasped.

"He what?!" Elisa exclaimed, horrified.

"This is not good." Splinter realized.

* * *

Back in the real world, the military were still trying to get through the T.C.R.I building. A group of four soldiers moved towards the door with a ram.

"Hurry!" one said.

"Come on." said another.

"Let's do it." a third said.

"Alright, here we go." the fourth said. "One...two...three!"

They banged the ram against the door, but it didn't even scratch it. The four soldiers looked speechless, when the metal doors suddenly slammed down over the front door and all the ground floor windows.

"What's going on?" a soldier wondered.

All the windows of the building were then covered in a metal garage cover.

"What the..?!" the commanding Gen. gasped, who was called Hedd. "Agh! My orders are to get into that building, and that's exactly what I'm gonna do."

He pulled out a cell phone from one of his men.

"All units, open fire!" he ordered.

All the soldiers began firing at the building, using guns, bazookas, and even tank shells, creating a small smokescreen by the front door.

"Cease fire!" Gen. Hedd ordered. "Cease fire!"

His men all stopped firing, and then looked at the door as the smoke cleared, but saw it hadn't been scratched.

"I don't believe it. We're gonna need some heavier ordinance." Gen. Hedd realized, dialing a number on the phone, before holding it near his ear. "I want Comanche 1 airborne now!"

* * *

Inside the pod chamber, Mortu was now working beneath the control panel, as Honeycutt worked near him, when a holographic image of the council showed up.

_"Mortu..." _the cubby one said.

_"..we are under..." _the skinny one said.

_"..under attack." _the woman finished. _"This location..."_

_"..is no longer..." _the cubby one went on.

_"..viable. We are..."_ the skinny one said.

_"..surrounded. We have no..." _the woman said.

_"..choice. We must..." _the cubby one said.

_"..now use the transmat..." _the skinny one said.

_"..and return home." _the woman finished.

"Our preliminary defences are holding." Mortu insisted. "We must save the Turtles and their Master. They're under our care."

_"Are their lives..." _the cubby one began.

_"..more important..." _the skinny went on.

_"..than the lives of the Utroms?" _the woman finished.

"_All_ life is precious, council." Mortu replied.

_"True..." _the chubby one said.

_"But remember, Mortu..." _they all said.

_"You have a great responsibility..." _the chubby one said.

_"..to your fellow Utroms." _the skinny one said.

_"The burden is heavy."_ the woman explained.

_"But you must bare it." _they all said.

"I...I understand, council." Mortu said.

The hologram then vanished.

"You can't abandon my friends." Honeycutt argued.

"Don't worry, Professor, we will _find _a way to save them." Mortu promised. "And ourselves."

* * *

Back in the virtual reality, the mutant family of seven were still camped in the woods. Cath checked Mikey's pulse as Splinter touched his forehead, causing Mikey to moan.

"Master Splinter, is it time to eat?" Mikey asked, opening his eyes.

He then passed out.

"Of all the words he had to say." Cath huffed, but glad he was recovering.

A woman's scream then got their attention, followed by some swords clashing.

"You guys hear that?" Donnie asked.

"Either that or we're all hearing things." Elisa said.

"A fight in the forest." Splinter deduced.

"Over the hill, to the north." Leo said.

"Go, investigate." Splinter instructed. "Catharina and I will stay and look after your brother."

His four older children all bowed at him, and then they all turned and ran off - Raph now having two small bamboo poles on his belt.

A little bit later, the four pushed back some bamboo poles, and saw the Foot attacking a small family for no reason - which included an old man, a woman, and a young boy.

"No! Leave us alone!" the old man begged.

"Stay back!" the woman pleaded, armed with a double bladed staff.

The boy muttered while holding onto the woman.

One of the Foot tried to slice the woman, but she blocked his sword with her staff, and then knocked it away, before slicing another across the chest, killing him.

"You know, I'm really starting to hate these old school Foot Ninjas as much as I hate the modern versions." Raph admitted, as the woman blocked ones sword with the middle of her staff, before pushing it away.

"Aw!" he moaned, once he hit the ground.

"She's good." Donnie remarked. "I like her."

"What are me and Cath, unwanted?" Elisa inquired, annoyed.

"You and her are still better than that woman." Raph assured.

"What do you say we lend a hand?" Leo asked.

Donnie and Elisa took out their sticks, but as all four of them rushed in to help, they saw two men jump out from a tree. They landed between some of the Foot, and then both sliced one away.

"Huh?" the four Turtles gasped.

One of the men, who was nearly bald expect for a tiny bit of hair, sliced another Foot across the chest, knocking him down.

"All sorts of bozos are coming to this party." Raph commented, scratching his head.

"A few too many, look!" Leo shouted, pointing ahead of him.

They all saw more Foot Ninja charging at the family and the two men, then two jumped and kicked the second man, who had dark black hair, knocking him down.

The bald one blocked a Foot's sword, then elbowed another in the chest, then blocked the first's sword again.

"Those guys really need our help." Elisa said.

Leo nodded, then took out one of his sticks, before the four Turtles charged towards the battle. Raph then kicked a Foot, knocking it down, followed by Leo, then Donnie kicked one in the back, as Elisa split kicked two, knocking them away.

The woman blocked ones sword with her staff, before she pushed it away.

One with a Kusarigama, then threw the chain at the woman from behind, just as she turned around, but Leo spotted it.

"Ah!" the woman gasped.

Leo ran towards her and then stuck one of his sticks into the chain, making it wrap around the pole. The woman opened her eyes, as Leo pulled on his stick, sending the Foot flying away to the ground.

"Agh!" he groaned.

Leo then jumped as another tried to slice him, then pushed his hands against the ground, and then he split kicked another two as they came at the woman, knocking them away into some bamboo trees.

Elisa spun both her sticks around as three Foot came at her, then she jumped and scissor kicked one, knocking it down. She then ducked as the other two tried to slice her, before she punched them both in the face from below, making them dizzy.

"Ahh!" they moaned, before they collapsed.

Donnie spun his stick above his head, knocking three of the Foot away as they came at him, one-by-one. He then tripped a fourth up with it as he came at him, knocking him onto his chest.

Raph brought out his sticks, but then a Foot sliced them in half with his sword, but then Raph jumped up and kicked him in the face as he tired to slice his legs.

"Looks like I'm doing this the old fashioned way." Raph assumed.

He dropped his sticks, then jumped up and landed on an old cart, pushing it down with his feet, as a Foot stood on the other end, hitting his chin and knocking it down. Raph then jumped and did a series of kicks against another's chest, knocking him away, before Raph landed near his siblings.

The Foot then got up and retreated.

"Come on!" one cried.

"Let's get outta here!" another cried.

Donnie, Leo and Elisa all threw their weapons away, then Donnie and Raph high-threed each other, as Leo and Elisa did the same.

"Turtles kick serious ninja butt..." Donnie quoted, as Raph and Elisa high-threed each other. "..even in ancient Japan."

"Stay away, evil goblins!" the old man bellowed. "Ahh! Save us!"

The two men turned to the Turtles.

"Save us from the Green Kappa!" the old man begged. "Goblins! Goblins!"

The boy hugged the woman tight.

"Somehow, I don't think we're gonna get the thank you we deserve." Leo said nervously.

The two men approached the four Turtles, as the man grabbed the end of the cart, the boy now on it.

"Come, Oni-san, we go!" the old man said.

The Turtles stared at the woman, who then bowed, thanking them for their help, before she turned and followed her family.

"At least _she_ was thankful." Elisa commented.

The two men approached the Turtles as they moved back.

"Look, we were only trying to help." Leo explained.

"We don't want to fight you." Donnie said.

"Although I like fighting." Raph said, punching his fist.

"Easy, Raph." Elisa urged, grabbing his arms. "I don't like being stuck in this Utrom reality anymore than you."

The two men backed away, shock in their eyes.

"The Utrom?" the one with hair gasped.

"How do these strange Kappa know of the Utrom?" the bald one questioned.

Leo and Elisa then spotted a familiar medallion around their necks.

"That's it. That's where I've seen that medallion before." Leo realized, pointing at the bald one.

"Of course, on the Guardians." Elisa recalled, slapping her forehead for being stupid.

"Our friends here must be an early incarnation of the Guardians." Leo realized. "You work for the Utrom, right? Well, look, we're on the same side."

"We need to talk to the Utrom." Donnie explained. "We're stuck here in this place like them, and maybe they can help us."

"Can you please take us to them?" Elisa asked.

The two men didn't answer.

"Can you at least let them know we need to see them?" Leo asked desperately.

The two men turned to each other.

"We will tell them." the haired one answered.

They both turned and put their swords away.

"Wait!" Donnie said, getting them to stop and turn to him. "But how will we find you?"

"If our masters _agree_ to an audience, they will find you." the bald one explained.

Both men turned and walked away.

* * *

In the T.C.R.I. building, as a Utrom in a Exo-Suit stood in the security control room, Stockman showed up behind a vent cover on one of its walls. He pushed the vent cover away, then crawled down the wall, then looked around the room. The Utrom turned away from the controls and walked through the door, then Stockman walked towards the controls. Once there, a small tentacle came out of his front, and then hacked into the controls, before lifting his head up.

"Stockman here, phase 2 is complete." he reported. "Security is down, thanks to my genus."

Red lighting came out of his mechanical left eye, shocking him.

"Owwwww! Sorry! Sorry!" he cried, before the shock suddenly stopped. "I should know better, Master. I have detected a underground passage, that should allow you and your men to enter the building unseen."

He walked towards another socket.

"I'll deactivate the security in that sector, and commence with phase 3." he explained, before plugging in.

The big tube in the middle of the room began changing color, going from blue to red.

* * *

Outside, the military were still around all sides of the building, as the Gen. was on the phone.

"The area's been cleared, Comanche 1. Knock on the front door!" he ordered.

He looked up, as a Cobra chopper showed up.

_"Roger that." _the pilot said._ "Hold onto your hats and earpieces. It's gonna be big."_

The pilot locked onto the front door, and then fired two missiles at it. Once they hit the door, it created a smokescreen, but also shook the building.

* * *

In the Pod Chamber, both Mortu and Honeycutt were thrown off their feet as the building shook.

"Ah!" Mortu grunted.

They both got up as the room stopped shaking.

"Oh, dear. That can't be good." Honeycutt said, a bad feeling in his circuits.

* * *

Outside, once the smoke cleared from the door, Gen. Hedd and his men saw that the door had been breached.

"That did it." the Gen reported. "All units, move in!"

"Go, go, go!" an officer ordered, as the men all ran towards the door.

"Let's roll!" another said.

A squad then entered the building.

* * *

In the Pod Chamber, Mortu and Honeycutt both looked at the pods Splinter and the Turtles were in, when another hologram of the Council showed up, as another Utrom in an Exo-Suit worked on the controls.

_"Mortu, there has been..." _the chubby one began.

_"..a security breach..."_ the skinny one said.

_"..and internal security control is not responding."_ the woman finished.

_"We must leave at once." _they all insisted.

"I understand, Council." Mortu said.

He turned to his fellow Utrom.

"Deploy the security robots!" he ordered.

"Yes, sir." the Utrom obeyed.

Mortu took off the top half of his disguise.

"Instruct the Transmat room for immediate evacuation!" he ordered.

"But you must free my friends?" Honeycutt begged.

"Of course, Professor Honeycutt. We will _not_ abandon them." Mortu promised. "I promise. If only they could activate the pod's eternal failsafe, but that's too much to hope for."

He began pacing around the pods, hoping to come up with an answer.

* * *

Back in the virtual reality, Donnie jumped towards Leo, Elisa and Raph, and then they all ran towards the area they'd left Splinter, Cath and Mikey. Once there, they saw Mikey fully awake and eating sushi, while Splinter and Cath watched.

"Welcome back, guys." Mikey said, before he ate a piece. "Anyone for sushi?"

"Hey, bro." the four older Turtles said.

"You're okay." Donnie said happily.

"Yeah." Leo said.

"Wahoo!" Elisa said.

"Alright." Raph said.

He then gave Mikey a ruffling his head as the others sat down.

"Ah, Mikey, you bum." Raph said, before sitting down. "I'm glad you're okay."

"Way to go, Cathy." Elisa said, slapping Cath playfully.

"Hey, I didn't do it." Cath assured. "He just woke up by himself. I really can't explain."

"Uh, Mikey, you know not a molecule of that food is real. It's all part of this illusion." Donnie explained.

"Yeah, I know." Mikey said, taking another bite. "But right now, it's real enough for me."

"You're defiantly back to normal." Elisa joked.

"That is it." Splinter said.

All six of his children turned to him.

"The answer; it is..." Splinter began.

He didn't get to finish as the two Guardians showed up, making all seven mutants stand up. The Guardians then stepped away, as an Exo-Suit wearing a kimono and Japanese hat approached them all.

"Greetings." the Utrom said, unwrapping his kimono. "I am Mortu."

Splinter and the turtles all put their hands together and bowed.

"Mr. Mortu, you're just the...man we need to see." Leo said, uneasily.

Mortu raised his eyes in confusion, wondering what they wanted.

"Long story, Mr. Mortu." Cath assured.

* * *

In the real world, inside the T.C.R.I building, an Utrom still wearing his human disguise, walked past a door in the basement. As he did, Stockman moved along a pipe near the ceiling, and then crawled down towards a control panel next to the door. Once at the panel, he pressed two buttons on it repeatedly, opening up the door, then he crawled down the wall, as two of the Foot Elite and a shadowy figure stepped through the door.

Stockman raised his head up and looked at them all.

"All is ready, Master." he reported. "They don't suspect a thing."

* * *

Back in the vitual reality, Leo and Cath had both been explaining to Mortu what had happened to them and the others, as the two Guardians stood guard.

"It was at that point, the pod's story became real." Leo finished. "So you see, Mr. Mortu, we're trapped in this virtual reality and we _can't_ get out."

"I do see. It is an interesting phenomenon." Mortu commented. "You have much knowledge of our ways, but your knowledge of the Shredder is _incomplete_."

"Huh?" Elisa muttered, confused.

"You should know, the Shredder is one of-" Mortu began.

Sinister laughter cut him off, making everyone get up and looked around. A bunch of Feudal Foot then showed up, followed by Feudal Shredder himself, carrying the Sword of Tengu.

"How fortuitous that I should find you here, Mortu." he sneered. "Now, I can display the true powers of the Sword of Tengu for your amusement, and your demise."

He then lit the sword up, its bright light shocking everyone. He then put the sword to the ground, sending a shockwave along the ground, which then hit Mortu's Exo-Suit.

"Aghhh!" he moaned painfully.

He jumped out of his Exo-Suit, then the seven mutants all jumped away before it blew up.

"Ugh!" Mortu moaned, as he landed on his head, before flipping onto his tentacles.

The two Guardians jumped onto either side of Mortu, ready to protect him.

Feudal Shredder laughed before he sent a shockwave out of the Sword of Tengu at them, which hit the Guardians, sending them flying into a tree. He then put the sword down and sent another shockwave at Leo, Cath, Donnie and Splinter, sending them flying away as they charged at him.

"Ugh!" they moaned, once they hit the ground - Cath out cold.

Feudal Shredder then sent another shockwave at them, hitting Splinter, sending him towards some bamboo trees.

Raph jumped towards Feudal Shredder, but he fired another shockwave at him, shocking him before he fell to the ground.

Elisa charged at him with anger, but he fired another shockwave out of the sword, which hit her and sent her flying onto Cath, just as she came too.

"Uh-oh." Cath muttered, before Elisa crashed onto her, knocking them both out.

Leo jumped and landed behind Raph, but then Feudal Shredder sent another shockwave out of the sword, which hit him.

"Ahh!" Leo groaned, as he skidded along the ground on his shell towards Donnie and Mikey, just stopping inches away from them.

He then got up, then all three of them ran off as another shockwave went straight for them.

Motru watched in horror, but then turned to Feudal Shredder as he approached him, along with some of his Foot as he laughed.

Leo ran towards Splinter. "Master Splinter!" he cried, crouching down. "Are you alright?"

Splitner woke up and turned to his oldest child. "Leonardo, listen, there is little time." he explained. "This virtual reality is an illusion within an illusion."

Donnie, Mikey and Cath all turned to them while getting up slightly.

"An illusion of the mind." Splinter explained, but Leo looked confused. "Control your mind, and you will control the illusion."

"I will try, Sensei." Leo promised.

He got to his feet and turned to Feudal Shredder, who raised the Sword of Tengu above his head

"Goodbye, Mortu!" he sneered.

Mortu looked up at him, as Leo gritted his teeth and then lowered his eyes, concentrating hard.

The Sword of Tengu then vanished from Feudal Shredder's hands, freaking both him and his Foot. "What?!" he gasped, looking around "Where is the Sword of Tengu?!"

The Sword of Tengu then appeared in Leo's hands, as Donnie, Cath and Mikey watched in amazement.

"It's right here!" Leo called.

"Whoa." Mikey said amazed. "How'd Leo do that."

"I have no clue." Cath shook her head.

"You want it back?!" Leo dared.

He powered it up, then put it to the ground, sending a shockwave towards Feudal Shredder and the Foot.

"Noooooooo!" Feudal Shredder exclaimed, as his Foot ran off.

The blast then hit him, sending him flying away.

Leo spun the Sword of Tengu over his head, and then fired another shockwave at Feudal Shredder, sending him flying further away.

"Aghh!" he groaned, crashing into the ground.

Leo then rolled forward and fired another shockwave at Feudal Shredder, as everyone watched - the Foot in horror, everyone else in amazement. The blast then hit Feudal Shredder, sending him flying into a lot of bamboo poles, and then into a river.

"Aghhhhh! Nooooooooo!" he screamed, before he hit the water.

Leo turned to the Foot and pointed the sword at them threatingly.

"Ah!" they gasped, before they all scattered and ran off.

Leo then closed his eyes, and then the Sword of Tengu vanished from his hands, before he turned to his family.

"Ladies and Gentlemen, I give you Neo, uh... I mean, Leo." Donnie announced.

"Nice one, brainiac." Elisa teased, slapping his arm.

"Way to go, bro." Mikey remarked, touching Leo's shoulder.

Cath touched his other shoulder, then they all turned to Mortu and the Guardians - the haired one holding Mortu in his hands.

"Your actions demonstrate the veracity of what you say." Mortu commented.

"Take this." the bald Guardian said, holding a black cube in his hand.

Leo took it from him.

"It should help you return safely to where you belong." Mortu explained.

"But...if we're stuck in a video game, how can you give us anything that can effect the real world?" Mikey asked, looking around confused. "I...we...you... Ah, my brain hurts!"

Cath touched his shoulder.

"If this world is a virtual projection _created_ from_ our_ technology, then we Utroms have an eternal failsafe that can be activated by using the virtual reset device, you now process." Mortu explained.

"Here we go, I hope." Leo hoped.

"Goodbye and thank you." Splinter said, waving, and then bowed.

"See you in a few hundred years." Raph said.

"Sayonara." Elisa said, waving.

Leo then pressed the cube, which lit up brightly, covering the seven mutants, as the two Guardians looked away.

"Wait, what was it you were trying to tell us about the Shredder before?!" Leo asked loudly.

"The Shredder, is an-" Mortu began, before everything went white.

* * *

In the real world, Mortu kept pacing in front of the pod chambers, the small devices came off Splinter's and the Turtles heads, allowing them to open their eyes. Mortu then turned to the pods, then he and Honeycutt watched in amazement as they opened up.

"They've done it!" Mortu said amazed and surprised. "They activated the eternal failsafe. How?"

The Turtles and Splinter all sighed in relief as Honeycutt approached Splinter, then all but he and Leo stepped out of the pods.

"Well, you helped us." Leo explained. "Not _you_, you, but you. It's kind of a long story."

"Well, I don't care _how_ you got out." Honeycutt said, helping Splinter out. "What matters is your safe and sound."

"Still, I..." Mortu said, touching himself, both with his tentacle and Exo-Suit hand. "I can't understand how the Oracle Pods malfunctioned."

"Oh, but_ I_ do." a familiar voice said, shocking all but Honeycutt.

They all turned to the door, and saw Hun, the Foot Elite, some Foot Ninjas, and to their shock and horror, Shredder himself.

"What the shell?!" Raph gasped.

"Am I seeing things?!" Elisa exclaimed, rubbing her eyes.

"If you are, so am I!" Cath gasped.

"Whoa!" Mikey gulped.

"Shredder." Donnie gasped.

"No!" Leo gasped, the most shocked of everyone. "It... It can't be?! I finished you off myself! You can't be alive?!"

Shredder laughed. "You merely separated my head from my body." he sniggered, running his gantlet hand near his neck.

"I've never heard of _anyone_ surviving that before?!" Cath snapped, knowing her medical knowledge that well.

"Well, you don't me that well." Shredder sniggered, before holding his gauntlet up. "And it's a courtesy I will gladly extend to you all!" He held his gauntlet up. "For none of you are leaving here alive!"

He laughed sinisterly as some Foot and Foot Elite began making their way towards the Turtles, Splinter, Mortu and Honeycutt.


	8. Secret Origins Part 3

The US military surrounds the T.C.R.I building, which included tanks.

_Splinter: A wise man once said, _

Mortu shows Splinter, the Turtles and Honeycutt the Utrom's Oracle Pod chamber.

_"The more one learns, the less one knows". _

The Turtles and Splinter then sit inside pods which then closed on them.

_My children and I have learned many things of late. _

They all close their eyes as a small device goes over their heads.

"What..." Mikey gasped, as he and the others ended up on the Utrom's spaceship.

_Much of what we learned, we..._

They all turned to past Mortu by the controls, before he turned to the council in a tube.

_..experience through a remarkable window to the past. _

Mikey walks towards the council.

_A history of an alien..._

Mikey turned to Mortu.

_..race, known as the Utroms. _

The council stare at Mortu as they eyes glowed.

The Turtles and Splinter then stare at the red Utrom.

_In a virtual reality, we..._

Past Mortu goes right through Mikey, and stares at a red Utrom in a container, then they began arguing.

_..witnessed as the Utroms transported their most dangerous criminal back to their home world to stand trial..._

"I..." the red Utrom said.

The Utrom spaceship crashed against the shore of Japan.

_..only to crash land here on Earth, several hundred years. _

Splinter and the Turtles stare at an ancient Japanese temple.

"Amazing..." Leo said.

A samurai slashes his sword forward.

_And in that..._

Feudal Shredder and a bunch of his Foot show up.

_..past, we encountered one who resembled Shredder. Perhaps an ancestor or merely a phantasm. _

"Whoa!" Mikey gulped.

_Perhaps an ancestor or merely a phantasm._

Feudal Shredder hits Mikey with his gauntlet, sending him flying away.

_But even a phantasm can be defeated. _

Leo stabs the Sword of Tengu into the ground, sending a shockwave at the Feudal Shredder, sending him over a cliff and into the ocean. Leo then presses a small device, which shines brightly over him and his family, while they stare at past Mortu and two Feudal Guardians.

_My children and I escaped..._

The Turtles and Splinter come out of the pod, as Mortu and Honeycutt watch.

_..that dangerous illusion, only..._

Shredder, Hun and a bunch of Foot - including the Elite Guard - show up at the door.

_..to return to. ..a reality that promised to be more deadly!_

Mortu, Honeycutt, Splinter and the Turtles all stare in shock.

"Impossible!" Leo exclaimed.

Shredder laughed.

* * *

Mortu, Honeycutt, Splinter and the Turtles all stared at Shredder, Hun, Stockman and the Foot, all but Honeycutt getting ready to fight.

"Attack!" Shredder command. "Destroy them all!"

Stockman laughed menacingly, before Honeycutt spotted him.

"Oh, dear. And I thought_ I_ was struck with a unpleasant robot body." Honeycutt said, feeling sorry for Stockman.

Stockman fired lasers from his pincers, which hit and knocked Honeycutt against the pods.

"My children, attack!" Splinter commanded.

He and the Turtles then all charged at the Foot.

Leo then blocked ones sword with both his own, then Elise jumped and tried to slice another with her Kamas, but missed as he dodged.

The Foot Elite then all charged at Mortu, as four Guardians, including the two who'd spied on the Turtles earlier in the year, stormed into the room.

"Protect Mr. Mortu!" the blue-haired one ordered, as they all charged at the Foot.

They then all jumped up, and then got between the Foot Elite and Mr. Mortu, and then turned to the former. They then charged at the Foot Elite, then the one with the small bit of hair blocked 4's spear with his sword. An African one then blocked 3's axe, then an red-haired one blocked 5's scythe, and then the blue-haired one blocked 1's twin-bladed sword.

Hun then spun around to kick Splinter, but he blocked it with his stick, and then lifted it up, before whacking Hun in the chest.

"Whoa!" Hun yelped, as he went flying across the chamber, and then smashed into a pod.

Mortu roundhouse kicked a Foot as he came at him, knocking him away, before he turned to the Shredder, who landed in front of him, as Mikey sent a kick at a Foot nearby but missed.

"Mortu, I have anticipated this moment for nearly 10 centuries." Shredder sneered, raising his gauntlet.

"I'm surprised that with your _genius_, it took you a_ thousand_ years to find us!" Mortu retorted.

They both jumped up, then Mortu flipped over Shredder's gauntlet as he tried to hit him, then Mortu got behind Shredder. Shredder then turned to him and tried to kick him, but missed as he ducked, then he back flipped as Mortu tried to tackle him.

Leo looked at them, having heard their conversation, before blocking a Foot's sword. "If those guys have been enemies for _that long_..." he grunted, before kicking the Foot away. "..then that means..."

Splinter blocked another's sword with his stick, before whacking him in the chest. "This is the _same_ Shredder from a thousand years ago." he realized.

"What?!" Cath exclaimed, whacking a Foot in the chest with her Tonfas. "I've never heard of anyone living that_ long _before!"

"Does that make him immortal or something?" Elisa wondered, split kicking two as she jumped up.

Shredder sent a kick at Mortu, but he blocked it with his arm, then he dodged as Shredder tried to slice him with his gauntlet. Hun then came up behind Mortu and wrapped his arms around him, squeezing him tight, as Shredder approached them.

"Finally." Shredder grinned, raising his gauntlet.

He readied his strike, when three Utroms on hover pads came up behind him, and then fired lasers at him, making him turn around.

"Aghh!" he groaned.

"Ughh!" Hun moaned, letting go of Mortu to dodge the blasts, allowing Mortu to run off.

Shredder then used his arm gauntlets to block the blasts, before he jumped up and grabbed two of the hover pads, pulling them down.

"Whoa!" an Utrom yelped.

Shredder then threw the hover pads away, then jumped and split kicked another two, knocking them away.

"Ugh!" an Utrom moaned, as he hit the ground, falling off his.

3 of the Elite Guard then landed near it and raised up his Battle Axe.

"Nooooo!" the Utrom screamed.

Leo pounced and somersaulted forward, picking the Utrom up before 3 could slice him. Leo then turned to 3 as he tried to pull his Axe up, but then Leo jumped and kicked him away. 4 then landed near Leo and tried to stab him with his spear, but missed as Leo dodged and pulled the Utrom back.

"Whoa!" Leo gasped.

Leo then lifted the Utrom up as 4 tried to slice him, then Leo pulled him away as 4 tried to stab him three times, before backing away.

"Sorry about this. Donnie, go long!" Leo called, tossing the Utrom away.

Donnie caught the Utrom, as 6 then charged at him, but then Cath somersaulted in front of him, and then blocked his Nagamki with her Tonfas.

"Donnie, go!" she called, holding back 6's Nagamki.

Donnie then ran and placed the Utrom down on a hover pad.

"Phew." it sighed.

Cath then knocked 6's Nagamki out of his hands, and then she jumped and corkscrew kicked him, sending him flying across the room.

Elisa, Raph and Mikey all looked at Stockman as he approached them.

"At last, it's time I finally had my revenge on you annoying mutations." he sneered.

"Stockman?!" Raph chuckled, as they put their weapons away. "I almost didn't recognise ya. New haircut?"

"Or monocle over your eye." Elisa smirked.

Stockman gritted as he readied his lasers, and then fired them, hitting the three Turtles.

"Whoaaaa!" they yelped, as they were sent flying across the room into a wall.

They then crashed their shells against it, and then fell onto the ground.

"Oh!" they moaned, rubbing their heads.

Stockman laughed as he fired more lasers at the three of them, but missed as the dived out of the way.

Mortu sent a punch at Shredder, who blocked it with his arm, and then he spun around and kicked Mortu away. Leo jumped and kicked Hun in the chest, knocking him back, as Cath butterfly kicked 6 away from her, while a guardian blocked 2's trident with his sword. Mortu then landed near them all, and then fell out of his Exo-Suit, as Shredder turned to Stockman, who fired more lasers at Raph, Elisa and Mikey, but missed them all as they ran.

"Stockman, hold!" Shredder commanded. "You have _more_ important business!"

"Never!" Stockman scowled, turning to him. "My revenge comes first!"

He fired more lasers at Raph, Elisa and Mikey, but missed as they all jumped out of the way.

"I said 'hold'!" Shredder demanded.

His eyes glowed, as lighting came out of Stockman's mechanical left eye, shocking him. It then stopped as Shredder approached him angrily.

"Implement phase 3, now!" Shredder ordered.

"Yes...Master." Stockman said, before he walked off. "The device will soon be under your control."

Mortu pulled himself up as Stockman walked past him, and then gasped, knowing what device Stockman meant.

"The device." he gasped, horrified.

Donnie picked up him and put him back in his Exo-Suit.

"The transmat!" Mortu gasped, sitting his Exo-Suit up, as he watched Stockman crawl towards the door, and then he got up. "We must stop that cyborg before-!"

Hun and the Foot Elite then all got in front of the door, blocking their path. Splinter, the Turtles, Honeycutt, the Utroms and the Guardians all turned around as Shredder sniggered menacingly.

"You will go nowhere!" he sniggered.

Leo then jumped up and kicked Shredder in the chest, knocking him towards a wall, where a brown sticky substance then trapped him.

"Cleaver trap." Cath commented.

Mortu then ran towards the controls, and then pressed buttons on it quickly, causing the substance to pull Shredder back, and then trap him inside a cocoon. Hun, 2, 5 all ran towards it, and they began pulling on the substance.

Leo blocked 3's axe with his swords, as Elisa blocked 6's Nagamki with her Kamas, while Mikey whacked his Nunchucks towards 4, but missed as he backed away. Donnie and Cath then both kicked a Foot Ninja away each, as Honeycutt and the Utroms ran past them both, and then Donnie blocked 1's twin-bladed sword with his Bo.

"We will return to assist you as soon as the Transmat is secured." Mortu promised, as they and the Guardians ran towards the door.

They all ran through the doorway as the door opened, and then it closed behind them all.

Hun pulled on the substance, as 2 and 5 stabbed their weapons against it, before Shredder broke free.

"After the Utrom, now!" he commanded angrily.

He, Hun and the Foot Elite all charged towards the door, when Splinter and the Turtles all got in front of them.

"You have to go through us first!" Raph snarled.

"You're not worth wasting my time!" Shredder retorted, before turning to a panel.

He then pressed a bunch of buttons on it, which then caused a cover to go over the door. Liquid then came out of the cocoons all around the chamber, which then hit the seven mutants.

"Aghh!" they yelped, as the current began pulling them away.

A large tube then came out of a wall and towards the pods, and then Shredder, Hun and the Foot Elite all ran through it, which then pulled itself back towards the wall as they did. Splinter and the Turtles - minus Donnie - then all approached that wall, and then began banging on it, but nothing happened, as Donnie began working on the panel.

"It's no good!" Donnie gasped. "I can't work these controls!"

He made his way towards the others, as Leo sliced the wall open, but then it healed itself.

"I keep slicing at the wall, but it just heals itself!" Leo exclaimed. "It's like the room's alive."

"Wait, that's it." Donnie said.

"Huh?" Elisa muttered confused.

"This is a techno-organic chamber." Donnie explained.

"Of course." Cath realized. "We need to think less techno and more organic."

"Exactly." Donnie confirmed.

They both then whacked their weapons at the wall, which caused it to shake slightly.

"See, the walls have techno-organic nerve endings." Donnie explained.

"In other words, they can feel." Cath translated. "Just follow our rhythm."

They both whacked their weapons against the wall.

"If we can agitate the nerve endings, just some..." Donnie began, as the others began helping.

"We should be able to get outta here." Cath finished, hopefully.

The room began to growl, getting the family to all stop, as the water got higher and higher.

"She's gonna blow!" Donnie exclaimed.

"Aghhh!" the family screamed as the water suddenly knocked them all upwards.

They then all went flying through the ceiling and then onto the floor above them, before they landed on it, first Mikey, then Donnie, Cath, Leo, Elisa, Splinter and then Raph.

"Okay, that was nasty." Mikey commented, getting up, along with Leo.

"Not to mention disgusting!" Elisa complained.

* * *

Outside, the military still had the T.C.R.I building surrounded, as people watched, and Gen. Hedd was on the phone.

"Look, Mr. Mayor, I don't care what kind of media fiasco you think this is, my _orders_ are to get into that building with those flashes of light!" he snapped, before hanging up. "All units, move in!"

A bunch of his men then stormed the building and then made it inside. They didn't get very far however, as a bunch of robots showed up and began firing stun blasts at them. A soldier ran away from his cover as more fired their rifles at the robots, and then he dragged a stunned comrade back outside the building. Two of the robots were then hit by the rifle fire, destroying them, then two soldiers with rocket launchers showed up and fired them, hitting and destroying the rest of the robots.

In the Battle Shell, as Casey watched what was happening, April went into the back to change.

"We can't sit around anymore." she decided. "We need to know what's going on in there."

She threw her clothes over the empty front seat, and put on a yellow one piece jumpsuit suit.

"The authorities won't talk to us, but they might talk to a TV news reporter." she hoped, zipping the suit up. "How do I look?"

Casey turned to her as she held a microphone. "Uh...great, if you're removing toxic waste." he said.

April punched him in the arm.

"Ow!" he yelped.

"You're no help." April moaned frustrated, before picking up a fake camera. "Can you at least be my cameraman?"

"Do I have a choice?" Casey asked sarcastically, knowing he had to do it.

* * *

Inside the Transmat room, Honeycutt stood behind the Transmat device, as Mortu, some Utroms on hover pads, and the four Guardians stood in front of it.

"Guardians, be ready for anything!" Mortu instructed.

The Guardians readied themselves, when two small red balls bounced into the room, and then electricity came out of them.

"Ah!" they gasped.

They all then jumped back as the balls exploded, creating a massive smokescreen, which Shredder then walked through.

The Utroms on the hover pads then fired at him, but the blasts bounced off his armour, making them cease firing.

"Stay back!" Mortu demanded. "I will not let you destroy the Transmat!"

Shredder punched him with his gauntlet hand, sending him flying onto the Transmat platform.

"I do _not_ intend to destroy it, Mortu. I will use it to send you to your doom." Shredder explained, as Hun and the Foot Elite came up behind their master. "Perhaps I'll place you in the extreme heat of a supernova, or the cold endless vacuum of space."

Mortu looked horrified, as Honeycutt stared at Stockman, who then shocked him with a laser.

"Aghhh!" Honeycutt yelped, as he went flying onto the Transmat.

"And you're just the beginning." Shredder went on. "After I've disposed of you, I will use this device to conquer the homeworld of the Utroms, and I'll destroy_ every_ last one of your kind, Mortu!"

By the door in the back of the room, Splinter and the turtles all gasped at what Shredder had planed.

"Not if we got anything to say about it!" Raph bellowed.

Shredder turned around to the mutant family.

"Remember us?" Elisa inquired, twirling her Kamas.

"Agh. I grow tried of your creatures and your constant interference!" Shredder growled. "Elite Ninja, attack!"

The Foot Elite all charged at the Turtles, and then began to fight them.

"Stockman, power up the Transmat!" Shredder commanded. "Finish Mortu and his friends!"

"Yes, Master." Stockman understood.

Leo sent slashes at 4 while they both stood on a pipe, but 4 blocked them with his spear. He then tried to stab Leo down with his spear, but missed as Leo jumped over him, then Leo jumped again as he tried to slice him. Leo turned to 4 who jumped after him, and then he blocked 4's spear with his swords.

"We have to stop Stockman!" he grunted, before kicking 4 away.

Mikey back flipped onto a platform, and then 2 jumped after him.

"And here I am fresh out of bug spray!" he said, dodging 2's trident.

He then dodged a stab from 2, before kicking him away.

Elisa dodged as 6 tried to stab her with his Nagamki, then jumped as he tried to slice her with it, before back flipped across the room.

"I'm open to suggestions!" she called, before dodging as 6 tried to slice her.

3 slid down a pipe as Raph chased him.

"Why don't we just get Shredder to ask him to stop!" Raph suggested, blocking 3's Battle Axe with his Sais. "Stockman seems to listen to him."

He then kicked 3 in the chest, knocking him off the pipe.

"That's it." Donnie realized, blocking 1's twin-bladed sword with his Bo. "Stockman's control chip..." 1 then jumped over him, but he spun around to face him. "..must be..." He jumped away as 1 tried to slice him. "..voice activated."

Cath back flipped away as 5 tried to hit her with his scythe.

"Well, it's worth a try." Cath said, before she dodged a slice from the scythe. "I mean, it's better than nothing."

She then whacked 5 in the chest with her shell, sending him flying across the room.

Donnie then pole-vaulted over to the Transmat, as Stockman worked on the controls.

"Psst. Professor Honeycutt?" Donnie whispered.

Honeycutt turned to him.

"Can your audio processor replicate any sound?" Donnie asked quietly.

"Of course." Honeycutt assured.

"We need your best impersonation of the Shredder now." Donnie explained.

Beeps went inside Honeycutt's robot body, before he spoke, sounding like the Shredder. "Stockman, step away from the controls."

Stockman turned to him and moved back from the control panel.

"Stockman, don't listen to him!" Shredder commanded. "You obey _only_ me."

"Don't listen to _him_!" Honeycutt scowled in Shredder's voice. "Override all voice command protocols."

Lighting went through Stockman's voice control chip, making him shake his head once it stopped.

"I'm...I'm free! I obey _no one_ now!" he declared happily.

He jumped up and wrapped his legs around Shredder's belly, sending a massive jolt of lighting through his armour.

"Aghhh!" Shredder yelled.

"Who's in charge now, Master?" Stockman smirked, as Shredder fell backwards.

"Noooo!" Shredder groaned, as he accidently knocked Hun away. "Nooo! Nooooooooo!"

The Turtles all landed near him, as he smashed some ooze canisters, before he fell onto his back from shock.

"Nooooo!" he groaned before he hit the floor.

"I'm free. Free of him at last." Stockman said happily, before he ran off, laughing as he did.

Hun and the Foot Elite all gathered around their master.

"Master." Hun said.

He picked Shredder up, as the Turtles, Honeycutt and the Utroms all looked at them.

"Do you think the Shredder is..?" Leo asked.

"We'll be back, freaks!" Hun promised angrily.

Shredder then dropped a device out of his hand, which then bounced along the floor, as Hun and the Foot Elite all fled out of the room. A ten minute timer then came onto the device, then it began to count down, as red lines came out of it and quickly spread all over the room. Donnie and Cath both approached the device to look at it, when Mortu ran towards them both.

"Do not touch it!" he ordered. "It's an Utrom implosion device. The techno-organic virus it contains would destroy you!"

Cath and Donnie backed away, as Mortu ran towards the control panel.

"Already it has thoroughly infected the system." he said. "The entire building will implode in less than ten minutes."

Splinter and all his children gasped in shock, then they all turned to the device.

"Can't you stop it?!" Donnie panicked.

"No." Mortu explained, as another Utrom in an Exo-Suit worked on the controls. "Unfortunately the virus was comprehensive. It spread too quickly."

"So Shredder found a way to stick it to us, even in defeat." Raph said.

"Of all the dirty tricks..." Elisa cursed.

"I can see he defiantly wants to destroy you and the others, Mortu." Cath said, turning to him.

* * *

Meanwhile, downstairs, the soldiers still hadn't managed to get past the reception room. One ran from cover as the rest kept firing at the remaining robots, until they were all destroyed, allowing them to move along.

"Alpha leader to Gen., all clear." the Lt. reported. "Let's go!"

They all ran up the stairs.

"Move out!" an officer ordered.

* * *

In the Transmat room, Mortu looked at the controls, as a hologram of the council showed up.

_"The human troops..." _the chubby one said.

_"Are making their way..." _the skinny one added.

_"Deeper into the building." _the woman finished.

"We have to get them out before the place implodes!" Leo realized.

"The lower floors are completely sealed off." Mortu explained. "There's no way to contact them."

"We've gotta warn them somehow?!" Elisa argued. "Isn't there someone we can warn outside?!"

Raph and Mikey then turned to each other, knowing exactly who to call.

* * *

Outside, April and Casey walked past the guards and towards the Gen. and his aid.

"Gen., April O'Neil, channel 9 news." April said, getting the Gen. to turn to her, just as the new turned into a 6. "Uh...Channel 6 news. What can you tell us about the situation inside?"

"Reporters?! I said 'Keep them back behind the barricades'!" the Gen. snapped, as his aid pushed April and Casey back.

"Sir, the people have a right to know!" April shouted.

Once he'd pushed April and Casey to the barricades, he turned around and walked towards the Gen.

"Gen.!" April called.

Her's and Casey's Shell-Cell earpieces then beeped.

_"April, Casey, it's me, Leo." _came Leo's voice.

"Hello?" Casey and April said together, surprised.

"Leo? Oh, my gosh, I can't believe I'm hearing your voice." April said happily.

"Me neither." Casey said. "When'd you get three-way calling? Ow!"

He looked at April as she elbowed him in the chest.

"What?" he said.

"Hello, alive." April said sternly.

"Oh, right. Wahoo!" Casey whooped.

_"Listen, you have to get a message out to evacuate the building." _Leo explained._ "It's gonna self-distract in about six minutes."_

April and Casey approached the Gen. again.

"Gen., my uh...station manager just received an urgent message..." April explained, as the Gen. turned to her. "..form a terrorist organisation calling itself...

"Goongala-Cowabunga." Casey said, thinking of it quickly.

April glared at him, before turning back to the Gen., as there was no time to argue. "They're gonna blow up the building." she explained. "You have to get your men outta there-"

"I thought I told you to keep these lunatics behind the barricades!" the Gen. snapped at his aid.

"But, Gen..." April yelled, as the aid pushed her and Casey away.

* * *

Inside the Transmat room, the implosion device had now counted down to 5 minutes, 27 seconds. All the Guardians and the remaining Utroms - minus the council - all stormed into the room.

"Mr. Mortu, the Transmat is powered up." the Utrom by the controls reported.

"Primary team, assemble on the platform." Mortu instructed. "You're going home."

Two Utroms in Exo-Suits keeled down, and then climbed out of their suits.

"I _hate_ walking on my tentacles!" one complained, as they walked towards the platform.

"Oh, shut up, Krang!" the other scowled.

Mortu then instructed a Guardian to go with them, then he stepped onto the platform. The Transmat powered up as he got behind the two Utroms, then they dematerialized from it in a bright light.

* * *

Outside, the light shot up from the roof of the building, getting everyone's attention, and spooking the Gen.

"What the?!" he exclaimed.

He then turned to April.

"Uh, how much time did you say we have to evacuate?" he asked.

April smiled, happy that he was now paying attention.

* * *

Inside on the lower levels, the soldiers moved through smokescreens, but then one stopped and spotted a large scaly shadowy figure that walked away.

"Everyone, pull out!" the Lt. ordered. "Gen's. orders!"

They all ran back down towards the main entrance - expect a few which directed them.

"Move it, move it, move it!" one shouted.

* * *

In the Transmat room, the timer now reached 4 minutes, just as the council came in.

"Mortu, we are the last..." the chubby one explained, as Mortu bowed at them.

"..the others have been excavated." the skinny one finished.

"Secondary team will accompany the council." Mortu explained.

The last three Guardians - which were the ones from earlier, minus the red-haired one - approached them, as the front of their desks opened up, reveling themselves to be the navigators, all inside a fishbowl. They all floated towards the three Guardians, who took one each, and then stepped onto the Transmat.

"It is good..."

"To be going..."

"Home." they said.

"Professor Honeycutt, would you care to join us?" Mortu then asked.

Honeycutt turned to him in shock.

"We would gladly offer you asylum on our homeworld." Mortu explained.

"Really, me?" Honeycutt asked surprised. "To live amongst an advanced peaceful civilization where I can use my knowledge and skills for good? It's a dream come true."

He turned to the Turtles who all smiled at him.

"But my friends...I will miss you." he said sadly. "I...I can't thank you enough."

"Take care of yourself, Professor." Donnie wished.

"Hope you like it there." Cath hoped, as they were going to miss him the most.

Honeycutt then walked onto the platform.

"Mr. Mortu, thank you, for everything." Leo said.

Mikey began to cry.

"Are you crying?" Elisa inquired.

"Bad. I hate long goodbyes." Mikey snuffed, before he hugged Elisa tight.

When the timer nearly reached 3 minutes, Splinter bowed in front of Mortu.

"It has been an honor to know you and your race, Mortu-san." he said.

"It is _we_ who are honored, Master Splinter." Mortu assured, bowing. "Before we leave, a token of our apperception."

A small glass sphere showed up in his hand, which Splinter then took from him, and then it lit up brightly.

**(Splinter's mind)**

Splinter found himself in Master Yoshi's old dojo, where he'd lived when he was a small rat. His eyes widened as he saw Master Yoshi doing martial arts moves, before turning to him.

_"You're Master Yoshi was the _most_ loyal Guardian that ever to serve the Utrom."_

Splinter and Yoshi both bowed at each other.

_"He gave his life to protect us, but his sprit lives in our collective history." _Mortu explained.

**(Transmat room)**

Splinter cried sadly as he held the sphere happily.

"And now, my friends, you must leave this building while you still can." Mortu said, crouching down, before climbing out of his Exo-Suit. "Donatello, Catharina, if you would do me the honor of powering up the Transmat?"

"Sweet." Donnie said happily.

"Sure thing, Capt." Cath said, saluting.

They both ran to the controls as Mortu climbed onto the platform.

"We're all over it." Donnie said.

As they began working on the panel, a bunch of Shurikens came flying in and hit the panel, making them both back away as it shorted out slightly. Everyone turned as light came out of it, and then it destroyed some of the empty Exo-Suits, including Mortu's, as Shredder, Hun and the Foot Elite returned.

"As long as I live, you will not leave this place _alive_!" Shredder vowed.

The Turtles all gasped.

Shredder jumped up and dived towards them all as they brought their weapons out, then he kicked Leo away as he landed on the floor. He then turned and tackled both Splinter and Raph, then roundhouse kicked Elisa as she charged at him, knocking her away. He then punched Mikey with his gauntlet hand, before whacking Donnie and Cath away with his other arm, knocking them down.

"Ugh!" they moaned.

"Our thousand year struggle ends now!" Shredder declared, walking onto the platform.

The Guardians all brought out their swords as Shredder approached them, when Leo jumped over and kicked him, making him twirl around. Donnie then whacked him in the head with his Bo, then Cath dived past him and whacked him in the belly with her Tonfas. Elisa then dived past and sliced him slightly with her Kamas, then Raph ran past and then kicked him in the face with both feet, before diving away, and then Mikey dived down and kicked him in the chest. Splinter then landed between the Guardians and Shredder, who stumbled slightly as he turned around, before Splinter kicked him off the platform.

"Aghh!" he yelled.

The blue-haired Guardian gave his Utrom to the one with the small bit of hair, when Donnie held his arm out.

"No! Protect your masters!" he said.

"We'll handle the Shredder." Cath said, as they both charged at him.

Hun turned to the Turtles, as one of the Foot Elite tried to help Shredder up, but he pushed his arms away.

"Let me finish the Turtles?" Hun requested.

"No! They are mine!" Shredder growled, getting up. "You and the others track down Stockman. He is still of some use to me."

Hun and the Foot Elite all ran out of the door, as Shredder turned, and saw Donnie and Cath fixing up the Transmat controls.

"Nooo!" he shouted.

Cath and Donnie finished fixing up the controls, then Donnie slammed his fist against the activation button.

"We shall meet again." the blue-haired Guardian promised.

The bright light went over him, Honeycutt and the others.

"After ten centuries, I will _not_ be denied my revenge!" Shredder growled.

"What revenge?" Elisa inquired. "What have they done to you!"

Shredder growled and ignored her as he charged at them all, just as Honeycutt, the Guardians and the Utroms all dematerialized from the bright light.

"You...You have been little more than thorns in my side!" Shredder snarled. "But now, you have robbed me of my triumph, and for that, you shall pay with your lives."

He went to strike them with his gauntlet, but Splinter blocked it with his walking stick.

"Shredder, there is no time!" Splinter grunted. "The building is about to implode! Even _you _could not survive!"

Shredder then sliced the walking stick in half. "Then we shall all perish together!" he declared.

"He's completely mad." Cath huffed.

Donnie nodded before tossing his Bo at Shredder like a frisbee, but then it smashed in two as Donnie jumped and caught it.

"Huh?" Donnie muttered, before Shredder kicked him away, knocking him down.

The timer now read 1 minute 20 seconds, just as Cath tossed her Tonfas at Shredder, but then he sliced them to pieces when they got close. He then kicked Splinter in the chest and knocked him against the controls. Mikey then kicked Shredder slightly, then whacked his Nunchucks at him, before kicking him in the side. Raph then tossed his Sais at Shredder, who flipped through the air and caught them, and then kicked Raph away, and then kicked Mikey into the Exo-Suits.

Elisa jumped and tried strike with her Kamas, but Shredder blocked them with the Sais, and then kicked her in the chest, sending her flying across the room. Leo then jumped up and dived towards him and then sliced Shredder's armour, knocking him down, making him drop the Sais.

"Thanks, bro." Raph said, picking them up.

Shredder got back up as the four Turtles with weapons surrounded him. Raph then jumped and sliced through Shredder's armour, making electricity come out of it as he screamed in pain. Elisa then jumped and sliced open more of Shredder's armour, and then Leo did the same, making him scream even more.

"Guys, use your weapons to penetrate his armour!" Donnie called, as he kicked a cover beneath the panel.

"It might be able to stop him for good!" Cath called, running towards him.

Leo tossed Splinter one of his swords, who then caught it, and then jumped up and sliced Shredder open. Elisa then tossed her Kamas at him like a pair of frisbees, which then stuck into his shoulders, making him scream more. Leo and Raph then both dug their weapons into his armour, then Mikey tossed his Nunchucks at him, which dug into his shoulder armour.

"Ohh!" Shredder moaned. "You pathetic creatures cannot hurt me!"

Cath then held two wires up near the panel, as Donnie turned to Shredder.

"Don't be so sure!" Donnie retorted.

Cath linked the wires together, causing electricity to jump out of them and towards the Shredder.

"Aghhhhhhhh!" he screamed loudly.

He fell onto his back in pain, then Splinter and the Turtles all gathered around him. They all looked carefully, when air came out of the suit, then the chest opened up.

"What the shell?!" Elisa exclaimed, as a pair of eyes showed up in the chest.

"The Shredder's an Utrom!" Donnie exclaimed, speechless, as the Utrom climbed up.

They all gasped when they saw it was the blood red one who escaped Mortu's ship.

"Ahh! He's the prisoner dude!" Mikey exclaimed frantically. "He's the one who...who..."

"Who escaped after causing Mortu's ship to crash on Earth a millennium ago!" the Utrom growled.

"You ain't so tough now." Raph smirked. "Let's just squish him."

Shredder growled and pounced on him, landing on his head, making Raph mumble as he walked around blindly.

"What did you say?" Shredder inquired rudely. "I can't seem to here you."

He laughed as Cath grabbed Raph's arm.

"How could you want to destroy and enslave your _own_ spices?!" she demanded angrily.

Shredder jumped off Raph and landed on Cath's head, causing her to gasp or breath.

"Get off my sister, you creep!" Elisa demanded, gritting her teeth.

Shredder growled and jumped off Cath and landed on Elisa's face, making him mumbled angrily. The timer reached 15 seconds as Leo tried to pull Shredder off Elisa's face, with Raph and Cath both helping him.

"Get it off!" Mikey said worriedly. "Or there's gonna be a tiny little Shredder alien busting out of Ellie's chest!"

Elisa slapped him in anger.

"Ow!" he moaned.

Leo then backed away as Shredder nearly bit him, causing him to stumble into Raph and Cath. Splinter then approached Elisa, and then put his stick under Shredder, and then pulled it up, sending him flying off Elisa, making her breath hard as he hit a wall.

"Thanks, sensei." she said.

They all turned as Shredder got up and hid behind some canisters.

The timer then reached 10 seconds as Donnie pressed buttons on the panel.

"Guys, quick!" he called. "I've got the Transmat recalibrated."

His family all ran towards the Transmat.

"Let's hope wherever we're going is a lot better than the_ last _place we went." Leo hoped.

"Anywhere's better than _here_, Leo." Elisa argued.

Shredder came out and ran after them as they all got onto the platform. The bright light then came over them all, dematerializing them all, just as Shredder pounced towards them, but it was too late as the mutants vanished, making him land on the other side of the Transmat.

"Nooooooo!" he screamed.

The timer then reached 0, and then the whole T.C.R.I building light up bright.

* * *

Outside, the soldiers all ran for cover, as April and Casey hid behind the Battle Shell.

"Nooo!" April cried.

"Get down!" Casey shouted.

They both crouched down and shielded their eyes, but then the light vanished. They both peeked out from behind the Battle Shell, and saw the building had completely vanished. The soldiers gathered around the empty spot, as water ran through a hole in the ground, creating a pool.

"The guys..." Casey said, turning to April, both fearing the worst.

A bright light came over the Battle Shell, then Splinter and the Turtles all came out of it.

"Whoaaaa!" they yelped, before they landed on top of the Battle Shell - Donnie and Cath on their chests, the rest on their shells/backs.

"Ugh!" Mikey groaned, as they pulled themselves up.

"Well, I got us out." Donnie said. "But apparently I neglected to get us down."

"Next time, I'll helping you with that." Cath huffed, folding her arms in annoyance.

"Guys, Master Splinter, you're alive!" April said relieved.

"Yeah/ Yay!" the Turtles cheered, jumping to the ground with Splinter.

"Casey." Raph said, as they all gathered together. "Alright."

April hugged Leo and Mikey from behind, while Casey did the same with Raph and Elisa.

"Good to see you." Raph said.

"So, what's with the getup?" Leo inquired, looking at April's outfit. "You a news reporter?"

April huffed and threw the microphone away. "In another lifetime maybe." she said.

"Hey, it looks good on you." Elisa remarked.

"I suggest we continue our reunion in a less conspicuous location." Splinter said, as ambulances began arriving.

They all piled into the Battle Shell, and then strapped themselves in - with Donnie in the driver's seat.

"So, do you think we've_ truly_ seen the last of the Shredder this time?" Leo asked, sitting beside Donnie.

"The Shredder?" April questioned, looking at them both. "Don't tell me _he_ was in there too?"

Donnie then drove the Battle Shell out of the alley and down a street.

"Boy, have we got a story to tell you." the Turtles all said.


	9. Reflections

The glass jar with the six Turtles in floats around.

_Splinter: Sometimes, you revisit the past._

The glass breaks open on the ground, then the canister of ooze smashes open near the Turtles, covering them in the ooze.

_Other times, the past revisits you._

The Turtles mutate, and then they turn and take out their weapons. They stare at the Foot Elite, Foot Tech Ninjas, the Water Mystic, and Sunny, Roxy and Ross from the Purple Dragons. They then turn around and see more from each faction all around them, surrounding the six of them.

"Ahh." Riff grinned.

He then vanished in front of Donnie, then 3 of the Elite Guard vanished near Mikey. Ross vanished near Elisa, then the Fire Mystic vanished near Cath. A Foot Tech Ninja then vanished near Raph, then Sunny vanished near Leo.

_Those moments can blur the boundary between memories and reality._

A giant Shredder picks the six Turtles up, and then he laughs evilly. Everything goes white, and then Splinter opens his eyes up, mediating near the old farm, and looks at his meditating children.

_ And yet, sometimes the past is a mirror in which we can see the reflection of what danger the future holds._

Splinter puts his hand on his chin and thinks.

* * *

Casey, April, Splinter and the Turtles were all at Casey's Grandma's old farm, to rest after their last battle with Shredder inside the T.C.R.I building, which had been three weeks ago. The Battle Shell was parked outside the barn, as Casey and April were sitting by a tree, while the Turtles were all blindfolded by their masks, which were turned sideways, as Splinter stood near them, all carrying a bamboo stick.

"Master Splinter, when you said we were coming up here for a little rest and recuperation, I thought you meant Rest and recuperation." Donnie said.

Splinter looked at his children, except Mikey who wasn't with the others.

"Ah, Donatello, there is nothing more restful for a ninja than rigorous training." he explained. "It brings focus and-"

He turned around as he heard beeping, and saw Mikey playing on his Game Dude, his mask up so he could see. Mikey chuckled, when Splinter knocked the Game Dude out of his hands with his walking stick.

"Game Dude!" Mikey panicked, bending down and picking it up. "Speak to me, Game Dude?!"

Splinter grabbed Mikey's mask and pulled him up.

"Ow! Ow! Ow!" Mikey moaned, as Splinter pulled him towards the others. "Ow! Ow! Ow! Ow! Ow!"

Casey and April both watched near the tree, Casey sitting in a long chair, April lying on her belly on a blanket while reading a book.

Mikey put his mask back down over his eyes, then Splinter pointed his stick at his children.

"Now, defend yourselves!" he ordered.

"Uh, Sensei, we got zero visibility here." Raph said.

"Yeah. How are we suppose to defend ourselves?" Elisa inquired.

Splinter didn't answer as he jumped and somersaulted forward, going over all six of his children.

Leo blocked Splinter's walking stick with his pole, then Splinter jumped as he tried to whack him with the pole. Splinter landed near Raph, who then blocked a whack with his pole, then he jumped as Raph tried to hit him. He landed near Elisa, who then tried to whack him with her pole, but he blocked it with his stick, and then jumped over her. Donnie then blocked a whack from Splinter as he somersaulted over him, then Cath tried to hit him with her pole, but he blocked it. Splinter then landed near Mikey, who then blocked a whack with his pole.

"Not bad, huh, Sensei?" Mikey asked, resting his pole on his shoulder.

"Yes, not bad at all." Splinter said, sitting on his knees.

The Turtles, minus Leo, all threw away their bamboo poles and turned their masks around.

"We are finished for today." Splinter said.

He then tripped Mikey up with his walking stick, causing Mikey to fall onto the others.

"Whaoooo!" they gasped.

Leo then jumped up before Raph could fall onto him, then he back flipped over the others, landing near Splinter.

"Master Splinter, you said we were finished!" Donnie said annoyed.

"A _true_ ninja should never believe everything he hears." Splinter told them.

Leo straightened his mask, as Cath moaned.

"I'll remember that next time!" she mumbled, her face near Elisa's arm.

"Well done, Leonardo." Splinter commented, as Leo bowed.

Leo turned to his five siblings, who all looked up at him.

"There goes Leo making us look bad again." Donnie grumbled, as Leo helped him up.

"I thought you took your training more serious than _that_?" Elisa asked Cath, getting off her.

"I do!" Cath argued, sitting up. "I just...got caught off guard, unlike Leo."

"Yeah, well Leo doesn't always get it right." Raph said, getting up while fixing his mask.

"What was that, Raphael?" Splinter inquired.

"Uh, nothing, Sensei." Raph said.

They all started walking towards Casey and April.

"Come, let us sit and talk." Splinter said.

"It's no big deal really..." Raph said, as they all sat down, getting April's attention. "..but, I was just thinking about the first time we met the Shredder."

"Do you mean the time Leo met him by himself, and tried to convince him to join him?" Elisa asked.

"Yeah." Raph confirmed.

"Ah." Leo sighed. "Here we go again. You know, I still feel like an idiot about that whole thing."

"I don't blame ya." Raph smirked. "The Shredder almost had you believing he was a good guy."

"Until you and I met that Guardian later." Elisa added. "You remember?"

**(Flashback)**

Leo approached a warehouse he'd been invited to.

_Raph: The Shredder invited you to a little party, and like a sucker, he went._

Leo opened the door and went inside.

_Elisa: Yeah, unknowing what to except._

Leo entered a room and looked around, seeing it was empty.

"Hello?!" he called, looking around. "Hello?!"

Three Foot Ninja came out from the shadows, followed by another three, then another seven jump down from the rafters. They surrounded Leo in the circle as he brought his swords out.

He then did a sideways flip to the left as one of the Ninjas tried to hit him, crossing his swords over his face like an X when he landed. Three of the ninjas then jumped at him, but he rolled forward as they did, causing them to miss, and then he spun around and then butterfly kicked all three of them, knocking them down. He then quickly sliced the others swords up one by one and then quickly knocked them all out.

He held his swords up over his face as the ninjas all groaned in pain. He then stood upright when he heard clapping, and then turned around to see Oroku Saki in the shadows.

"Impressive. _Very_ impassive." Saki remarked, as he stopped clapping. "My agents said you were good, but their description doesn't do you justice." He came out of the shadows as Leo kept himself ready in case he had to fight. "I am Oroku Saki, eighth generation master of ninjutsu. And you are?"

Leo put his swords away but kept a suspicious look on his face. "Leonardo." he said.

Saki approached Leo and began talking.

_Elisa: Then Shredder began telling Leo about this so-called huge battle._

Saki turned to Leo.

"I felt it was urgent that we meet. There are things you need to know." he said. "You have been caught in the middle of a battle that is so much bigger than yourself. But you must know, there is a force, a corrupt and evil force, that is out there right now, working its insidious tentacles into every aspect of our world."

Saki sighed and turned around.

"Unfortunately..." he said, as he walked towards one of the walls - which had the symbol on it, as well as a streaming pot beneath it. "..the only thing standing against this evil force is me and my humble army of ninjas." he turned back to Leo. "We stand alone against them, as my master did, and his master before him. It has been my destiny to fight for the side of good."

He then walked back towards Leo, who still looked a bit suspicious.

"I was hoping you would find it your heart to join me, and fight against this evil." Saki explained, holding his hand out. "We could stand together."

**(Flashback ends)**

The Turtles, Splinter, April and Casey sat silently, when Mikey began to breath hard, getting everyone's attention.

"Join me, Leonardo. I am your father." Mikey joked, imitating Darth Vader.

No one found it funny.

"I can't believe you bought the Shredder's whole twisted story." Raph told Leo.

"Neither can I." Leo shuddered.

"I guess any of _us_ could've been fooled." Cath argued fairly.

"Catharina's right. Do not feel bad, my son." Splinter told Leo. "You hoped his words were _true_. It is the nature of a good heart to hope."

"I'm just glad you guys opened my eyes, especially you, Sensei." Leo said. "I should've seen through the Shredder's lies. I should've seen it coming."

"Yeah. Well, I'm just glad that the Shredder didn't see Master Splinter coming." Mikey said.

**(Flashback)**

The Turtles laid back against the supports of a water tower on a rooftop, as Shredder and the Foot stood on the other side of the rooftop.

_Mikey: You remember that first time we went to face the Shredder?_

Shredder then sent three palm strikes at Donnie before punching him in the face, sending him flying against a wall near the water tower.

_Mikey: He kicked our shells all over the place._

Leo sent attacks at a Foot with two swords, who blocked them, before Leo kicked him away. Shredder then jumped behind him, and then prepared to hit him with his gauntlet, and would've done if Raph hadn't spotted him.

"No!" he shouted, getting between them, and then blocked the gauntlet with his Sais.

He growled while gritting his teeth as he tried to push Shredder back, but then Shredder grabbed his belt and threw him over to Donnie - hitting the wall once he did.

_Cath: Not to mention that's when he broke my arm, and you had a busted ankle._

Cath tried to hit Shredder with her Tonfas, but he grabbed her right arm, and then snapped it below the elbow by bashing it against his leg - breaking it - and then he kicked her over to the wall where Donnie and Raph were.

Shredder then showed up behind Elisa as she turned around, and then he kicked her right in the chest, sending her flying towards Donnie, Raph and Mikey - hitting the wall as she did.

Mikey spun his Nunchucks around as he stared at four ninjas in front of him, when he turned and saw another two behind him.

"Huh?" he muttered.

He then whacked all six of them with his Nunchucks, knocking them all down as he grinned. Shredder then showed up behind him as his smile dropped - as he'd heard him - and then when he turned around, Shredder hit him with the palm of his hand in the face, sending him flying towards the others.

"Ow!" he moaned, as he hit the wall.

Leo jumped and kicked a Foot, knocking him down, before he saw Shredder in front of him. Shredder punched him in the face with his gauntlet hand, sending him flying towards the others as his swords skidded across the roof, and then he hit the wall.

All six of them gather together weakly - Cath clutching her broken arm - as the Shredder walked towards them, while his Foot Ninja crawled away to the other end of the roof - while Splinter watched.

Shredder raised his gauntlet up as the six Turtles looked at him worriedly, for they knew he wasn't going to show mercy.

"None of you will leave here alive!" he declared.

_Leo: I thought for sure the Shredder was going to finish us all off._

Splinter opened his eyes, sitting on top of the water tower.

_Raph: Yeah. Too bad he forgot about one thing; a..._

Splinter jumped off the water tower.

_..little 90 pound weapon..._

Splinter blocked Shredder's gauntlet with his walking stick, then they began pushing each other slightly.

_..of mass destruction we like to call, dear old Dad._

"You destroyed my family once! I will not allow that to happen again!" Splinter swore.

He then ducked as Shredder tried to slice him, and then hit him in the back with his walking stick, before he jumped over to the bottom of the water tower. Splinter turned briefly around to the water tower, and then an idea came into his head, before he dared Shredder to attack him.

Shredder charged directly at him as he backed away behind some of the supports. Shredder then tried to stab him with his gauntlet, but missed as he dodged, then sent a kick at him, but missed as he dodged. Splinter then blocked another stab with his walking stick, followed by another kick, and then dodged another stab as he backed away from him, and then dodged a punch. He then jumped as Shredder tried to kick him in the leg, before ducking as he tried to slice him with his gauntlet, which nearly went through one of the support beams.

Splinter then ducked as Shredder tried again, this time the gauntlet going straight through the beam. He then jumped to another support beam, which Shredder then sliced open as he tried to slice him. As Splinter kept dodging the gauntlet, Shredder unknowingly cut loose all the support beams, until he noticed it started to wobble.

"This is for my Master Yoshi!" Splinter shouted.

He jumped up and then kicked one of the loose support beams. Shredder gasped as he turned to him, and then the water tower began to fall towards him - a bunch of pigeons flying off as it did. Water then began to come out of the tower as the Turtles climbed up the wall - Elisa helping Cath up as she only had one good arm - as Shredder ran away.

"Ahhhh!" he screamed, as the water began to pour of him.

The tower then hit the roof and shattered, creating a tidal wave that knocked Shredder and all the Foot Ninja off the roof. While Shredder landed on the street, his Foot Ninja had either landed on or manged to grab hold of the fire escape, all of them moaning in pain. Shredder turned around and looked up and saw the water tower came flying right towards him, and then seemingly crushed him once it hit him.

_Splinter: I thought I had avenged my Master Yoshi..._

Shredder raised his gauntlet up through the wreckage of the water tower.

_..but the Shredder was _not_ finished._

**(Flashback ends)**

"Finished? I wonder if he'll ever be finished?" Casey admitted.

"He does have a habit of coming back." Leo said.

"Yeah." Donnie agreed. "Remember April's place?"

"I wish I could forget it." Mikey said.

"I know what you mean." Cath sighed.

**(Flashback)**

In April's apartment, Splinter, April and the Turtles - expect Leo - all stood in the sitting room, when Leo was flung in through a window, shattering it, before he hit the ground, badly beaten and bruised.

"Leo!" Donnie gasped.

"Leo, what happened?" Raph cried.

"Leo!" Cath cried, rushing towards him.

_Cath: Seeing Leo like that really scared me._

Cath then bent down and lifted his head up, as their four siblings gathered around them.

"Leo, talk to us?" she cried, tears coming down her eyes.

"Leo, please be alright?" Elisa cried, tears in her own eyes.

Leo opened his eyes briefly, and looked at his five siblings.

"Who did this to you?" Raph demanded frantically.

Leo closed his eyes from exhaustion, and then Raph got up and growled.

"Ahh!" he growled, before turning to the window.

"Where are you going?!" Elisa demanded angrily.

"I'm gonna find out who did this!" Raph snarled, bringing his Sais out, and then spun them around.

"Well, I'm going with you!" Elisa growled, bringing her Kamas out. "They're gonna pay for hurting Leo like this!"

They were both about to jump out the window, when they heard something.

"No, guys, wait..." Leo said weakly.

They both turned to their older brother, and then crouched down near him, as Cath kept his head up.

"Leo, what is it?" Elisa asked, as Leo touched her shoulder.

"He's back...the Shredder." Leo said weakly, before passing out.

All five of his siblings gasped, not believing what Leo had said.

Later, downstairs in the shop, the Turtles, Splinter and April all stare at the Foot Elite, just as Shredder kicked the front door open.

"Oh, crud!" Raph exclaimed.

"Oh. It's really him, like Leo said." Mikey said, panicked and shocked.

"I was hoping Leo was wrong for once." Elisa gulped, not believing her eyes.

_Elisa: I'm still shocked by his appearance that day._

Shredder then stood in between his Elite Guard, as a few Foot Ninjas followed him in.

"Say farewell to each other, while you still can." he sneered.

"Oh, yeah, Mr. Spikey-pants! Well, you're the one who should be saying...farewell to, uh...to yourself." Mikey retorted nervously.

"Oh, yeah, Mikey. That got him." Raph said sarcastically. "Guys, I say we shred his butt once and for all!"

The Turtles all charge at Shredder angrily and jumped towards him. Raph sent a kick at him, but the ducked and then hit him in the chest with the palm off his hand, knocking him onto his shell. Mikey then came close to him, but then he hit him with his gauntlet, knocking him onto his chest, and then Cath tried to whack him with her Tonfas, but he spun around and then kicked him, sending her flying into a glass case, which she then fell off.

Elisa then then jumped and tried to stab him with her Kamas, but missed as he dodged, and then he roundhouse kicked him in the shell, knocking her into a wall. He then looked up as Donnie came down and tried to whack him, but missed as he dodged, and then he kicked him in the chest while grabbing his Bo, knocking him into a metal support near Leo and April.

"Finish them off!" Shredder ordered, once his Elite Guard gathered around him.

The Foot Elite all charged at the Turtles.

Elisa dodged an attack from 5's scythe, and then butterfly kicked him in the chest, knocking him against the wall.

Mikey backed away as 2 tried to stab him with his Trident, then tried to slice him with it, then Mikey did a back flip.

"Whoa!" he yelped, ducking as 3 tried to hit him.

He then whacked the Elite Guard in the face with one of his Nunchucks, knocking him back slightly.

Raph then jumped and kicked 4 right in the chest before he could react.

Cath dodged as 6 tried to stab her with his Nagamaki, then rolled forward as he lifted it back, before she kicked him in the back with both feet, knocking him down.

Donnie ran towards 1 and 3, then jumped as they tried to hit him, but then he landed on both their weapons, pulling them to the ground, then he kicked 1 in the chest, and then kicked 3 in the side of the face.

_Elisa: That battle sure was tough..._

Casey rams his bike through the window, shattering it.

_..even after Casey had arrived to help._

Mikey jumps towards a closet door, and then opened it up and turned on the light.

"Everybody in here!" he called, turning to the others. "We can hold them off!"

Raph then dodged a Foot's attack before kicking it in the side, and then he, Elisa and Casey all blocked another's attack each. April and Splinter both dragged Leo into the closet, and then Donnie and Cath ran in after them. Raph, Casey and Elisa then knocked one away each, and then all turned around and ran into the closet, and then Mikey closed it behind him as he joined them, just as Shredder broke free of the cupboard, and then he locked it.

Shredder approached the door, then picked up a metal pipe, which he then shoved in between a gas pipe and a door handle. He then brought out a small ball device, the pressed a button on it, and then threw it to the floor, which then exploded, starting a fire.

"Like the Phoenix, I have risen from the ashes!" he sneered, before he sliced up the pipe, sending gas into the room.

He then turned to the fire.

In the closet, Mikey leaned against the door.

"Hey, this door's getting hot." he gasped, before he tried to pull it open, but it wouldn't bulge. "It's jammed! It won't open!"

"Gas plus flame, equals..." Casey said, before he realized what had happened. "Let's book, now!"

"We gotta get outta here!" Raph yelled, as Mikey began banging on the door with one of his Nunchucks.

Raph and Elisa then ran over to help, as Raph put one of his Sais through the gap between the door and the wall on the right side, while Elisa tried to do the same on the left with one of her Kamas.

The fire kept spreading, then when it reached the leaking gas, the building blew up, knocking two Police Officers away from their car outside. They got back to their feet as some of the other officers ran off away from the explosion, while others hid behind the cars across the street, then the fire rose up.

_Leo: That was not a good day._

**(Flashback ends)**

"Especially for you." Cath said, remembering how she kept checking on Leo during the whole battle.

April sighed. "I really miss that old place." she said. "Do you think he's gone, for good? The Shredder?"

"I don't know." Raph said.

"Same here. I thought Leo had finally finished him that night on the Shredder's skyscraper." Elisa recalled.

**(Flashback)**

The top of Shredder's skyscraper burned with fire, as the Turtles and Shredder glared at each other on the roof.

Leo landed in front of Shredder with the Sword of Tengu, as Shredder held both of Leo's swords.

Leo cracked his knuckles on the Sword of Tengu, then Shredder lifted his fingers slightly on Leo's swords, but they both jumped towards each other. Once they got close, they sliced their swords at each other, before they landed on the ground - Shredder standing, Leo crouched. Leo turned back to Shredder, as his head fell off, and then it bounced away until it reached the debris of the flyers. Shredder's body dropped Leo's swords, then fell to its knees, and then onto its chest, seemingly dead.

Leo got up and put the Sword of Tengu away while walking towards Shredder's body. He then picked up his swords as his five siblings all gathered around him, all staring at Shredder's body.

_Raph: But it wasn't the end of him._

_Elisa: Yeah, cause at the time, we didn't know why._

The US military surrounded the T.C.R.I building, where Splinter and the Turtles were in, along with the Guardians, the Utroms, and Professor Honeycutt. They all stood in the transmat room, where three Guardians held onto the Utrom council, along with Honeycutt, all stood on the device.

_Raph: Remember that night our pals the Utroms were finally gonna beam themselves back home?_

"Donatello, Catharina, if you would do me the honor of powering up the Transmat?" Mortu asked, climbing out of his Exo-suit.

"Sweet." Donnie said happily.

"Sure thing, Capt." Cath said, saluting.

As they began working on the panel, a bunch of Shurikens came flying in and hit the panel, making them both back away as it shorted out slightly. Everyone turned as light came out of it, and then it destroyed some of the empty Exo-Suits, including Mortu's.

_Raph: The Shredder came back at the T.C.R.I building..._

Shredder, Hun and the Foot Elite entered the room.

_..madder than ever._

"As long as I live, you will not leave this place _alive_!" Shredder vowed

Minutes earlier, Shredder dropped a device from his hand as Hun carried him out of the room. The device bounced along the floor, then a ten minute timer then came onto the it, then it began to count down, as red lines came out of it and quickly spread all over the room.

_Leo: Seems like he's _always_ trying to make sure we never leave anywhere._

Donnie and Cath both approached the device to look at it, when Mortu ran towards them both.

"Do not touch it!" he ordered. "It's an Utrom implosion device. The techno-organic virus it contains would destroy you!"

Cath and Donnie backed away, as Mortu ran towards the control panel.

"Already it has thoroughly infected the system." he said. "The entire building will implode in less than ten minutes."

Splinter and all his children gasped in shock, then they all turned to the device.

Minutes later, Shredder, Hun and the Foot Elite stood in the doorway.

_Mikey: Bomb, shomb._

Shredder jumped up and dived towards them all as they brought their weapons out, then he kicked Leo away as he landed on the floor.

_You guys are forgetting the freakiest part of that _whole _deal:_

He then turned and tackled both Splinter and Raph, then roundhouse kicked Elisa as she charged at him, knocking her away.

_The Shredder's _true_ identity._

He then punched Mikey with his gauntlet hand, before whacking Donnie and Cath away with his other arm, knocking them down.

_Cath: I'm still sick and disgusted by that!_

As Shredder approached the Guardians, Honeycutt and the Utroms, Leo jumped over and kicked him, making him twirl around. Donnie then whacked him in the head with his Bo, then Cath dived past him and whacked him in the belly with her Tonfas. Elisa then dived past and sliced him slightly with her Kamas, then Raph ran past and then kicked him in the face with both feet, before diving away, and then Mikey dived down and kicked him in the chest. Splinter then landed between the Guardians and Shredder, who stumbled slightly as he turned around, before Splinter kicked him off the platform.

"Aghh!" he yelled.

Once Honeycutt, the Guardians and the Utroms had left the building, he glared at the mutants, except Cath and Donnie who were by the transmat controls.

"You pathetic creatures have interfered with my plans one time too many!" Shredder growled. "For that, you shall pay with your lives."

He went to strike them with his gauntlet, but Splinter blocked it with his walking stick.

"Shredder, there is no time!" Splinter grunted. "The building is about to implode! Even _you _could not survive!"

Shredder then sliced the walking stick in half. "Then we shall all perish together!" he declared.

"He's completely mad." Cath huffed.

"Huh?" Donnie muttered, before Shredder kicked him away, knocking him down.

The timer now read 1 minute 20 seconds, just as Cath tossed her Tonfas at Shredder, but then he sliced them to pieces when they got close. He then kicked Splinter in the chest and knocked him against the controls. Mikey then kicked Shredder slightly, then whacked his Nunchucks at him, before kicking him in the side.

Raph then jumped and sliced through Shredder's armour with his Sais, making electricity come out of it as he screamed in pain. Elisa then jumped and sliced open more of Shredder's armour, and then Leo did the same, making him scream even more.

"Guys, use your weapons to penetrate his armour!" Donnie called, as he kicked a cover beneath the panel.

"It might be able to stop him for good!" Cath called, running towards him.

Leo tossed Splinter one of his swords, who then caught it, and then jumped up and sliced Shredder open. Elisa then tossed her Kamas at him like a pair of frisbees, which then stuck into his shoulders, making him scream more. Leo and Raph then both dug their weapons into his armour, then Mikey tossed his Nunchucks at him, which dug into his shoulder armour.

"Ohh!" Shredder moaned. "You pathetic creatures cannot hurt me!"

Cath then held two wires up near the panel, as Donnie turned to Shredder.

"Don't be so sure!" Donnie retorted.

Cath linked the wires together, causing electricity to jump out of them and towards the Shredder.

"Aghhhhhhhh!" he screamed loudly.

He fell onto his back in pain, then Splinter and the Turtles all gathered around him. They all looked carefully, when air came out of the suit, then the chest opened up.

"What the shell?!" Elisa exclaimed, as a pair of eyes showed up in the chest.

The Red alien Utrom climbed out of the amour, shocking everyone.

"Ahh!" Mikey exclaimed frantically.

_Mikey: Man, when we found out the Shredder was an Utrom, I nearly soiled my shell._

Shredder and pounced on Raph, landing on his head, making Raph mumble as he walked around blindly.

_Raph: Nasty little bug._

_Cath: I still can't believe he'd tried to destroy and enslave his own kind!_

Shredder jumped off Raph and landed on Cath's head, causing her to gasp or breath.

"Get off my sister, you creep!" Elisa demanded, gritting her teeth.

Shredder growled and jumped off Cath and landed on Elisa's face, making him mumbled angrily.

"Get it off!" Mikey said worriedly.

Leo pulled on Shredder, as Raph and Cath pulled on him to help get Shredder off Elisa. Leo then backed away as Shredder nearly bit him, causing him to stumble into Raph and Cath. Splinter then approached Elisa, and then put his stick under Shredder, and then pulled it up, sending him flying off Elisa, making her breath hard as he hit a wall.

"Thanks, sensei." she said.

They all turned as Shredder got up and hid behind some canisters.

Donnie pressed buttons on the Transmat's control panel.

"Guys, quick!" he called.

His family all ran towards the Transmat.

Shredder came out and ran after them as they all got onto the platform. The bright light then came over them all, dematerializing them all, just as Shredder pounced towards them, but it was too late as the mutants vanished, making him land on the other side of the Transmat.

"Nooooooo!" he screamed.

The timer then reached 0, and then the whole T.C.R.I building light up bright.

Outside, the soldiers all ran for cover.

_Mikey: How come every place we go, things get blown up?_

The T.C.R.I completely vanished.

_Raph: Just lucky I guess._

**(Flashback ends)**

"Either that or just bad luck." Elisa shrugged.

"Yeah, and that last time sure wasn't lucky for the Shredder." Donnie said.

"There's no way he could've survived that, right?" April asked.

"I don't know, April." Mikey said. "The Shredder may play rough, he may play dirty, but he _don't_ play dead."

"Yeah." Leo agreed. "But he sure leaves a path of destruction wherever he goes. I can't help but think of Master Yoshi."

**(Flashback)**

Master Yoshi did Ninjutsu moves in his dojo.

_Leo: Not only was he Master Splinter's Sensei..._

Both Yoshi and Splinter hold one of their fists out.

_..he was also a Guardian..._

Yoshi did a roundhouse kick, and then a number of punches.

_..sworn to protect valuable secrets about the Utrom._

Master Yoshi did another punch, which Splinter then mimicked, then Yoshi kicked a roundhouse kicked, which Splinter mimicked.

_Secrets Shredder and his forces would stop at nothing to learn._

Yoshi then spun around and did another roundhouse kick, when his front door was punched open by Hun, who then stepped in.

_Elisa: Then the Shredder found out where he lived and attacked him to get those secrets._

Hun ordered the Foot to attack Yoshi, and then two of them charged at him, but he jumped right over them both.

_Raph: He didn't go down without a fight though._

_Mikey: Yeah..._

He then dodged a kick from a third before pushing him away hard.

_..form what Master Splinter says..._

He spun around and blocked a fourth's punch with his elbow, and then kicked him in the back, sending him flying across the room, as Splinter watched from his cage.

_..Master Yoshi was one tough dude._

He then dodged and blocked a few punches from a fifth as a sixth followed the fifth, who then got behind him and wrapped his arms under his armpits, and held him still.

_Donnie: I wish we could've met him._

Yoshi then kicked the sixth ninja in the chest as he tried to punch him, sending him crashing into the cage, breaking it as it was knocked over.

_Cath: So do I, since he's kinda like our Grandfather._

Yoshi then broke free of the fifth's grip, and then sent him flying into a small table, knocking it over and breaking an antique vase as it did. He then turned to Hun, who then fired two cables at him out of some hand-held weapon, which then wrapped around Yoshi's left hand. One of the Foot then fired another two out of another of the weapon's, which wrapped around Yoshi's other arm, while another Foot did the same, his wrapping around Yoshi's right leg. Another Foot Ninja then fired another two out of another of the weapons, which wrapped around Yoshi's other leg, stretching his arms and legs out.

_Leo: You have to admire Master Yoshi's courage._

_Donnie: He was defiant to the last._

Shredder entered the dojo and stared at Yoshi.

_Raph: Yeah, he really threw in the Shredder's face._

_Elisa: Took Shredder on with no fear at all._

"He who lives without honour, will end without honour." Yoshi quoted weakly.

Splinter watched helplessly from a windowsill as Shredder raised his gauntlet up, and then sliced Yoshi in the face with it, killing him as Splinter closed his eyes.

_Raph: Even through it cost him his life._

Splinter let one of his hands go off the windows edge, and then hanged there helplessly with the other.

**(Flashback ends)**

The Turtles, April and Casey all turned to Splinter, who sighed sadly.

"When I think of my Master Yoshi, my heart aches." he sighed, closing his eyes.

His daughters both touched his shoulders.

"But, I know that Master Yoshi kept his honor to the end." Splinter sighed. "A true warrior, and a true Guardian."

Casey clutched his fists and got up angrily.

"Ahh! Did this! Shredder and the Hun!" he growled, throwing punches in the air. "And the Purple Dragons!"

He picked the chair up and banged it against the tree.

"Bunch of heartless goons! Why, I just wanna... Aghhh!" he growled.

"I think what Mr. Jones here..." April said, getting up and touching Casey's hands. "..is trying to say is; we're sorry for your loss, Master Splinter."

They both sat down and turned to Splinter.

"Thank you." he said. "We have all suffered at the hands of the Shredder."

April and Casey then noticed their were holding hands, making them pull away, blushing.

"Lovebirds." Cath whispered to Elisa.

"Yep." Elisa giggled quietly.

"You guys wanna know the funny part?" Donnie asked.

The others turned to him, all looking confused.

"There's a funny part?" Raph inquired.

"Well, not 'ha, ha' funny, but kinda ironic." Donnie explained. "I was thinking that the Shredder had a bigger hand in our lives than we know."

"Come again?" Elisa asked, confused.

"Even I don't get it." Cath shrugged.

"Well, without Shredder, we'd all still be pet turtles in a glass jar right now." Donnie explained.

His five siblings gasped.

"What you talking about, Willis?" Mikey asked, sounding like Gary Coleman.

"Well, allow me to explain, and I won't need you to translate, Cathy." Donnie promised.

**(Flashback)**

The Turtles all flow down a storm drain and into the sewers, followed by the T.C.R.I canister.

_Donnie: As you all might recall, we got..._

The turtles went down a small waterfall and landed on their feet near it, and then the canister landed behind them and smashed.

_..mutated by that strange ooze when we were only babies._

Splinter came towards the turtles, now covered in the green ooze from the canister, the waterfall now having stopped.

_Splinter: I remember it as if it were yesterday. You were all so cute._

Splinter held Mikey up near the coffee can, then Mikey shakes himself, covering Splinter with the ooze.

_Donnie: The ooze that mutated us came..._

The Battle Shell sat parked in an alley opposite he T.C.R.I building.

_..from the T.C.R.I building, right? And, why did the T.C.R.I building even exist._

In the Transmat room, a Guardain walked onto the Transmat as it powered up, and then turned around behind two Utroms, as Mortu, Honeycutt, Splinter, the Turtles and the other Utroms and Guardians watched.

_Because the Utroms were trying to build their Transmat so they could go home. And why did the Utroms need to go home?_

The Transmat powered up, then the Guardian and the two Utroms dematerialized from it in a bright light.

_Mikey: Because they were late for dinner?_

_Elisa: (Angrily) You doofus!_

_Donnie: No._

In the engine room of the Utrom ship, Shredder came out from behind wall, holding two sparkling wires.

_Because the prisoner they were transporting across the galaxy sabotaged their starship._

Mortu and two Utroms hovered near Shredder.

"Goodbye, captain." Shredder sneered.

He put the two wires together, creating a large shockwave through the room.

The ship's engines blew up, causing it to crash into Feudal Japan.

_Donnie: Causing them to crash land on Earth centuries ago._

The ship bounced along the waterline, and then crashed once it reached the land.

_And they've been trapped here ever since._

The Utroms on the bridge got up weakly on their hover pads.

Shredder knocked Helmsman out of the Exo-Suit.

"Ahh!" he yelled, before Shredder got into the Exo-Suit.

_And who was this evil prisoner who caused the..._

Shredder lifted the Exo-Suit up and laughed evilly, as Helmsman tried to run away on his tentacles, before he was picked up.

_..Utroms so much trouble?_

Shredder held him up near the belly of the Exo-Suit and laughed evilly, before tossing him away.

_He was in fact - a drum roll please?_

Shredder walked through a fire of a burning warehouse, and then held his gauntlet up.

_The Shredder!_

**(Flashback ends)**

Donnie cleared his throat, while they all sat round a fire Elisa had made, as it was now dark.

"Ergo, the Shredder had a direct hand in our creation." he explained. "See what I mean?"

Elisa and Cath look disgusted, while the others looked confused.

"I think I speak for everyone when I say, no." Raph said.

Mikey turned to Leo while holding a marshmallow on a stick.

"Ladies and Mutants, how not to tell our origin story." he said.

"I won't argue there." Elisa shuddered.

"No, listen. If the Shredder hadn't made the Utroms crash in the first place, then they _never_ would've developed the ooze." Donnie explained. "And if they'd never developed the ooze, we'd_ never _have been mutated. And if we'd never been mutated, we'd be eating fish flakes in some kid's aquarium right now."

This shocked everyone else.

"Whoa." Mikey said. "That's really deep."

"Ugh." Raph shuddered, holding his arms. "Being that closely related to the Shredder makes me fell kinda...dirty."

"It makes me feel sick." Elisa gulped.

"I'm gonna have nightmares for weeks." Cath shuddered.

"Hmm. The Shredder may be a part of our origin, but it is _we_ who choose our fate." Splinter said.

"And, even if the Shredder's still out there, no matter what he throws at us, no matter how he messes with our lives, nothing he does will change the most important thing: That we're family." Leo quoted, touching Mikey's and Casey's arms.

Mikey laughed, thinking it was funny.

"Leo, that was off the charts on the sap-o-meter." he joked. "You've been watching way too many after school specials, bro."

"Oh, look who's talking: Mr. Reads too many Comic Books!" Elisa smirked.

"Yeah. Just eat your smores and keep quiet, Mikey." Raph warned. "Leo's got a point."

Mikey threw a marshmallow at him, hitting his beak.

"Agh!" Raph frowned.

Mikey laughed.

"You are so dead, laughing boy." Raph frowned, getting up.

"Watch the gram crackers!" Leo exclaimed, as Raph hopped over the fire.

He landed on Mikey and then they began wrestling each other, while rolling along the ground.

"Hey!" Mikey complained, as Leo and Donnie all got up.

"Why I oughta..." Raph growled.

"Cut it out!" Leo snapped, before he and Donnie fell onto them.

Casey got up as the four of them began rolling around like a ball.

"Pile on!" Casey cheered.

"Hey!" Mikey groaned, as Casey jumped onto the four of them.

"You gonna break 'em up?" Cath asked Elisa.

"No. I'm enjoying this far too much, sis." Elisa grinned, sitting back.

"Same here." Cath grinned.

April and Splinter watched the five boys as they rolled along the ground.

"Well, it's defiantly a family." April said. "But, do you think we'll ever be able to teach the boys some manners?"

"Miss. O'Neil, teaching them the ancient art of Ninjutsu is hard enough." Splinter said. "I'm afraid even I can't work miracles. I'm just glad my daughters don't act like that."

Splinter and the girls all turned to the five boys.

"Oohh!" Mikey moaned.

"Watch it!" Raph groaned.


	10. The Ultimate Ninja

At night, Leo hanged onto a cable on the Brooklyn Bridge, as a man with a red mask and purple cape stood above him on

_Leo: I have been raised to believe...that words..._

Leo gritted his teeth while looking up at the man, his legs dangling.

_..like "truth" and "honor" are more than just words. But one of the real difficulties in living a life of honor..._

The man took out two swords out of his back, and then sliced the cable up evilly, causing Leo to fall down towards the bridge.

_..is that sometimes you might have to pay the ultimate price for it._

"AGHHH!" Leo yelled, as he fell down towards the water.

* * *

During a thundery night in New York, lighting struck a TV antenna, which then created a burst of light. A man called Ue-Sama, who had a dark navy outfit, with a purple cape, a red mask, two swords in holders on his back, and a gauntlet with three spikes on his right hand, then came out of it in the shadows.

He got to his feet, as more lighting went off in the sky, before he walked over towards a leaking tap. He put his hand on it as the water dripped onto his hand, then he held his hand up.

"Show me?" he commanded, as the water whirled around, making a circle. "Show me the one I seek!"

The inside of the water turned into a weird looking mirror, which then showed Leo.

_"Here__ is the one you seek!"_ the water echoed.

"Yes." Ue-Sama grinned. "Now find him, for his end is soon as hand!"

* * *

Meanwhile, in the Turtles lair, Leo was bushing his teeth in the bathroom, while looking at himself in a mirror. Once he finished brushing, he spat into the sink, and then picked up a glass near it, but saw it had one of April's stockings in it. Since her place had been destroyed, she'd moved in with the Turtles and Splinter, although a few problems had arisen in the process.

Since they were only five bedrooms in the lair, one for Splinter, one for Mikey - which he insisted on - one for Raph, one that Donnie and Leo shared, and one that Elisa and Cath shared, Mikey had been forced to move in with Raph while April took his room.

"Uh." Leo sighed.

He moaned as he picked up the stockings.

"Nice." he said sarcastically.

He looked around the bathroom, and saw several of April's clothes hanging up from washing lines all around, and a pink shower curtain so when she had to shower, which only Cath and Elisa used besides her, mainly due to the color.

Leo walked out of the bathroom and yawned, as Splinter walked towards him.

"Master Splinter," Leo said, before they bowed at each other. "may I speak with you?"

"Certainly, my son." Splinter said.

"You know, it's_ great _having April live with us. After all, I mean, she's been through a lot. She lost her place because of us." Leo said. "But, it's just that-"

"Hey, I found that hairbrush I promised you." April said, coming towards them.

Leo turned to her as she got closer to them.

"How'd the shampoo and conditioner work out?" April asked Splinter.

"It was wonderful." Splinter assured, taking the hairbrush. "My hair has never felt so bodied and supple. And my split ends, they are all gone."

Leo opened his mouth in shock as April smiled.

"Truly, I am in your debt, Miss. O'Neil." Splinter said.

Leo folded his arms in annoyance.

"Oh, you're more than welcome." April blushed.

She turned around and walked away, humming happily, before she walked into the bathroom.

"What was it you wanted to speak to me about, Leonardo?" Splinter asked, snapping Leo out of his thoughts.

"Nothing, Sensei." Leo said, deciding the drop the issue, before he walked away. "Everything's just fine."

As he did, both Raph and Elisa watched the news on the TV's, Raph twirling a Sai as he did, while Donnie was working in his lab, while Cath was reading a medical book, while Mikey was in the kitchen.

_"The police seem unable to keep the peace on our city streets."_ News Anchor Dwight reported. _"And this reporter can only hope that the current growing wave of gang violence is not the precursor of things to come."_

Raph glared as he stopped spinning his Sai around, while Elisa looked worried.

"Ah, I hate watching the news!" Raph moaned, picking up the remote, and then he began changing channels.

"Hey, I was watching that?!" Elisa frowned, turning to him.

"Well, it's all bad, sis." Raph said. "These gangs out there banging heads, it really ticks me off."

"Raph, _everything _ticks you off." Donnie corrected.

"Not everything!" Raph argued.

"Oh, really?" Elisa inquired, grinning.

"Alright, everything." Raph sighed, knowing not to argue with her. "And why do you care about the news?"

"I like to know what's going on up topside." Elisa smirked, taking the remote from him. "Helps us know the latest developments."

"Oh!" Raph sighed, facepalming himself.

Donnie walked towards a hover platform that had survived the explosion of the T.C.R.I building, holding a small motor as he did.

"Man, the technology on this hover skiff is amazing." he remarked impressively. "Do those Utroms know how to make cool stuff or what?"

"Well, they are very advanced." Cath commented, turning a page of her book.

A chattering noise of pots and pans then made them both cringe.

"Hey, Mikey, could you keep it down to only a slightly deafening cacophony?" Donnie asked.

"Yeah, Mikey!" Cath called. "I'm trying to read here!"

"Sorry, guys!" Mikey apologised, tossing pots and pans out of the kitchen. "We don't have any cacophony."

He came out of the kitchen with a bowl of popcorn.

"But we do have popcorn." he grinned, before he began walking towards the TV's. "The glorious golden colonels of freshy popped joy, because it's movie night!"

"Did you even _listen_ to us?" Cath asked annoyed.

"No." Mikey answered.

"Ugh!" Cath groaned, before going back to her book.

"Wahoo!" Mikey whooped, before he sat down near Raph and Elisa.

"Movie night, right?" Raph scoffed, turning away, as Mikey began scarfing down the popcorn.

"You gonna eat that popcorn before we even _get_ the movie?" Elisa inquired.

"Not all of it." Mikey replied, his mouth full.

"Hey, where the heck is that bonehead, Casey Jones?" Raph wondered. "He's suppose to be bringing the movie!"

Donnie sat down in a chair and began tinkering with the motor. "Probably not the best idea to let Casey pick the flick." he said. "No telling what we'll be watching tonight."

Cath closed up her book and walked towards them all. "Don's right, the way he is, it could be _anything_." she stated.

The elevator door opened up, getting everyone's attention, as Casey came in.

"Just something super spectacular. A movie so goongala-great they only remade it a gazillion times, and this my friends, is the original." he told everyone, pointing at the movie video, as he held it up. "Like me."

He walked into the lair, but then tripped over.

"WHAO!" he yelped, dropping the tape as he fell onto his chest. "Oh, no!"

The tape went flying over the lair, but Leo - who was climbing a ladder to the second floor - turned around and saw it. He then jumped down on a set of steps, then skidded down a railing, before he jumped and somersaulted forward. He then grabbed the tape before it hit the ground, then landed on his hands near the TV's, making Raph, Elisa and Mikey gasp slightly, before he flipped forward and landed on his feet in front of the TV's.

"Let the movie begin." he declared, putting the tap into the VCR.

"Slick moves, Leo." Cath remarked, impressed.

Elisa then got off the couch, allowing April and Splinter next to Raph to sit down, just as Casey came running towards them.

"Incoming!" Casey shouted.

He jumped up and pounced on the end of the couch, making April jump as he laughed. April moved away slightly, embarrassed, as Casey scratched his head, but both Cath and Elisa spotted them blushing as they turned away.

"There's something going there." Cath whispered, giggling.

"You said it, sis." Elisa said quietly, trying to hide a giggle.

"Hey, bonehead, I can't believe you picked a Western." Raph said, unimpressed as the movie started.

"I can't believe it either." April said happily, turning to Casey. "This is _Rio Gato_. I love this movie."

"Me too." Casey said.

Both girl Turtles turned to them slightly, nobody spotting them.

"Isn't it great how that punk kid challenges that old man?" Casey asked.

"Just so the kid can make a name for himself?" April inquired grinningly.

Casey nodded.

"And it's great where-" April went on.

"Uh, guys." Leo cut in, getting their attention. "Can we just watch the movie instead, please?"

"Yeah?" Elisa asked. "Do you wanna ruin it for us?"

"Sorry." Casey and April said.

Cath giggled, as Mikey kept scarfing down the popcorn.

By the end of the movie, a showdown was going on between the kid and the old man. Mikey ate the last of the popcorn, as Leo, Cath and Elisa all looked nervous, Leo biting his fingers as he did.

_"After I'm done with you, Sheriff, they'll know my name in every territory from West of the Mississippi."_ the kid said proudly._ "Now, draw?!"_

_"Look, kid, having people know your name isn't important." _the Sheriff said, trying to clam him down._ "Fame and glory ain't worth fighting for."_

_"Enough talk, old man!" _the kid retorted, ignoring him. _"I said 'draw'. On the count of 3."_

Everyone leaned in, waiting for the moment, even Raph looking nervous.

_"1...2...3!" _the kid shouted.

They both drew their guns and fired, making everyone jump.

"Ah!" they all gasped, Cath covering her mouth as she did.

Smoke came from the kid's guns, before he fell onto his knees, and then onto his chest dead. The Sheriff put his gun down, before twirling it around, and then put it in his holder. He closed his eyes sadly and shook his head, not believing how stupid and cocky the kid was, and how he wasted his life for fame, before he turned and walked away.

The words 'The End' then came onto the TV, telling everyone the movie was over.

"Can I pick 'em, or can I pick 'em?" Casey asked proudly, getting up.

Everyone turned to him.

"They sure don't make 'em like _that _anymore." Leo remarked, impressed.

"How cool was that Sheriff Bart guy?" Mikey inquired.

He blew on his finger like it was a pistol.

"Yes. It was if he were a Samurai of the Old West." Splinter commented.

"I don't know." Elisa shrugged. "He seemed kinda okay."

"You sure, sis." Cath joked, elbowing her in the arm. "He kinda reminded me of you when you try and clam Raph down."

"Hey!" Elisa groaned, offended and unamused.

"Cath's got a point." Donnie agreed.

"Well, I'm surprised you _didn't_ find it sad what that kid died, being the doctor you are!" Elisa glared, eyeing Cath.

"It depends on the kind of person they are!" Cath argued, glaring back. "That kid was stupid and cocky!"

"Okay, enough, you two?" Leo asked, turning to them both.

Both girls turned to their eldest brother.

"Sorry, Leo." they said together.

"Aw." Mikey moped, digging one of his Nunchuck's into the popcorn bowl, which was now empty. "The popcorn's gone."

"I can imagine where it all went?" Raph smirked sarcastically. "Mikey."

"I was hungry." Mikey said. "Now I'm really hungry."

"Sometimes I think you have a bottomless stomach!" Cath moaned, folding her arms.

"Maybe it's time for - oh, I don't know - an Ice Cream run." Donnie decided.

His brothers all got up and cheered. "Yeah!/ Two or make gin!" Mikey and Raph whooped.

"What do you say, girls?" Donnie asked, turning to his sisters.

"I'm up for it." Elisa replied. "Just not too much."

"Um...Okay." Cath sighed. "But you know that stuff gives be brain freeze."

"Hmm?" Splinter muttered, thinking for a minute. "It is too dangerous on the surface. The increased gang activity alone makes it ill advisable to go."

"We'll be careful, Sensei." Leo assured.

"I will accompany you to make ensure you do _not_ get into mischief." Splinter said, getting up. "Besides, I am craving a double thick ice cream shake."

* * *

Later, Splinter, the Turtles, Casey and April were all in the Battle Shell, Donnie racing it through the city.

"Ice cream, here we come." Leo whooped.

As Donnie drove the Battle Shell down a street, Ue-Sama was standing on a rooftop looking down on it. He held up the water mirror, which showed the Battle Shell.

_"There."_ the water echoed, before it showed Leo. _"There's the one you seek."_

"Beware, warrior, I am coming." Ue-Sama sneered.

He shattered the mirror with his gauntlet, then spun his cape around and vanished into thin air.

* * *

Later, as the Battle Shell was parked in an alley, Splinter and the Turtles waited, before Casey and April came over, carrying nine ice creams between them.

"Alright, boys, who ordered the double-banana split with caramel and almonds?" April asked, as she and Casey turned to them.

"Me, me!" Mikey said, sounding like a kid._ "I scream, you scream, we all scream for Ice Cream!"_

"Ugh." Cath sighed, annoyed.

Casey handed Donnie some of the Ice Creams, before Mikey took his from April, taking Leo's as well, before handing it to him.

Donnie handed Raph and Splinter there's, before turning to Mikey.

"You say that one more time and I really am gonna scream." Donnie frowned, taking his.

April then handed Elisa and Cath there's, Cath's being the smallest of the bunch.

"How come you ordered the smallest there is, Cath?" April asked.

"Uh." Cath shuddered. "Too many bad memoires."

She turned away and looked down the alley.

"She had a nasty experience when she was a kid." Elisa whispered. "Her brain froze up so much she had to spend two whole weeks in bed. So she avoids eating as much Ice Cream as she can."

April looked confused, before turning to the others.

"It's true." Leo confirmed. "She always get's the smallest amount whenever we get Ice Cream."

"My..." April said, surprised. "That's shocking."

The all began eating their Ice Cream, Cath eating hers very slowly in tiny bits.

"I gotta admit, that_ Rio Gato_ turned out to be a great flick." Raph admitted. "One thing thought; how did Sheriff Bart beat the kid, when the kid obviously had better skills?"

"I believe the young gunslinger fought only for fame and glory, while the Sheriff fought to protect his friends and loved one." Splinter said, explaining his theory. "Of course, Sheriff Bart won because it was only a movie, and needed a happy ending."

"Yeah...maybe." Raph said.

Ue-Sama looked down at them all, before he vanished.

"Well, I don't know." Donnie said. "Statistically, speaking, the odds are against him."

Ue-Sama showed up in an alley.

"Thanks for the stats, Brainiac." Mikey moped.

"Well, I think the kid was too cocky and edger, and most likely missed Sheriff Bart when they drawed." Elisa suggested.

"Well, that makes a bit more sense." Raph said.

Cath looked up from her half eaten Ice Cream, and then saw Ue-Sama, making her drop the rest, before he tossed a sharp blade at Leo.

"Elisa's right, or Sheriff Bart might've been..." Leo began.

"Uh, guys!" Cath squeaked.

"..quick on the draw for an old guy." Leo went on. "I mean he was-"

"Leo!" Cath cried, turning around.

Leo turned around and caught the blade just before it hit him.

"Leo!" Raph gasped.

"Watch your backs." Leo whispered.

Cath moved towards the others, looking nervous and worried.

"I saw who did that." she squeaked.

"Where?" Elisa inquired.

"Down the alley." Cath replied, pointing at it.

"Get behind me." Casey said, getting in front of April.

"Yeah, right." she said sarcastically, unimpressed.

"I have seen this marker before." Splinter said, looking at the blade.

He snatched it from Leo, making Leo look at his hand, before they all turned to Splinter.

"Though _not _around here." Splinter finished.

"Think it's the Foot?!" Raph asked, shaking his fist in anger. "Are they back?"

"It is_ not _the Foot." Splinter explained. "It is a challenge. A marker for a duel. A duel until only one is left standing."

"You mean, a fight to the death?" Cath gulped.

"I'm afraid so." Splinter replied.

"Young warrior!" Ue-Sama said, coming out of the shadows. "The one called Leonardo. I have come to this dimension to battle Oroku Saki, the Shredder. But you stole that honor from me when you defeated the Shredder in combat. And so, for fame and glory, I must destroy you in his stead. I challenge you, young warrior to a duel?"

Leo looked at him, when Raph and Elisa both came up behind him.

"Hold on, whackback!" Raph snapped, bringing his Sais out, twirling them around. "You mess with my brother, you mess with me!"

"And me too, you creep!" Elisa sneered, glaring at him as she brought her Kamas out.

"You mess with all of us!" Casey retorted.

"You got that right." Mikey said, holding one of his Nunchucks.

"Ditto." Donnie agreed, holding his Bo.

"Yep." Cath said, holding her Tonfas.

"These are_ not_ the rules." Ue-Sama said, turning to Splinter.

"Yes, I know." Splinter said.

Leo and Elisa gasped.

"Sensei, what are you talking about?" Elisa inquired.

Splinter didn't answer, then Ue-Sama bowed at him, before taking out a Japanese pellet drum from his cape. He then spun it around, banging both sides, and then it changed into a small handheld war paddle. He then let go of it, before it hovered in the air, as a spiritual figure called Gyoji showed up, sitting cross legged and holding the paddle.

"AH!" the Turtles gasped.

"Master Splinter, what is all this?" Leo asked.

"It is a universal challenge match." Splinter answered.

The Gyoji raised the paddle up, then waved it around, creating a dome-like barrier, which went over Ue-Sama, Splinter, Casey, April and the Turtles.

Raph ran towards the edge of it, and began stabbing his Sais against it, but they didn't even dent the barrier.

"What's up with this cage?!" he demanded.

"If the warrior named Leonardo refuses the match, then your _lives_ are forfeit." the Gyoji explained.

Cath and Elisa both gasped.

"And if he accepts and loses, then _his_ life is forfeit." Ue-Sama explained.

"You must...choose, my son." Splinter told Leo.

"Sensei, there is no choice." Leo argued, shaking his head. "I accept the challenge."

"So noted." the Gyoji said. "Challenge accepted. Duellists prepare!"

Leo walked towards him.

"Soon, warrior, you shall taste defeat." Ue-Sama declared, pointing at Leo.

"Master Splinter, what is going on?" Donnie asked.

"Yeah, you mind telling us, Sensei?" Elisa asked.

Splinter held his arm up. "I will explain later. Now is not the time." he said, before he walked towards the Gyoji. "I demand a full observance?!"

"Full observance accorded." the Gyoji said.

"A full observance?!" Ue-Sama exclaimed, turning to Splinter. "I... Fine, old one! Observe all you want, it will not change the outcome."

He pulled on his cape and disappeared.

_"Warrior! Warrior!"_ he called, his voice echoing.

Everyone looked around but couldn't see him.

_"Prepare to meet your doom." _Ue-Sama sneered.

He laughed evilly as Mikey, Donnie and Cath looked nervous, while Raph, Elisa and Casey gritted.

"Boy, he's a little overdramatic." April remarked.

Leo turned to his siblings, as they all walked towards him.

"I wish I were fighting that nutcase." Raph snapped, as they put their weapons away.

"I wish I knew exactly what it is I'm _suppose_ to do." Leo said confused.

"You must face him in combat, my son." Splinter explained, leading Leo away from the others. "And, you must be careful. He will be a difficult opponent. But, you have the skill, and _most_ importantly, you have the heart to defeat him."

He touched his oldest son's shoulder, then Leo bowed at his father. The Gyoji approached them both, then waved his paddle over a puddle of water, which then magically lifted itself up, and went beneath Leo's feet.

"Huh?" he muttered, before the water began sucking him in. "What. Hey! Hey! HEY! Guys!"

Mikey chattered his teeth, as Cath and Donnie held their mouths open, while Raph and Elisa frowned.

"Oh, no!" Donnie gasped.

Raph jumped up and dived towards Leo, as all but his hand vanished.

"Leo!" Raph cried.

Leo's hand then vanished, then Raph landed in the puddle, which was back to normal.

"Leo's gone!" Cath gasped, covering her mouth.

Raph got up, but then Splinter had to hold him back.

"What did you do to him?!" Raph demanded angrily.

"You better answer before he gets worse." Elisa advised, glaring angrily.

"Behold." the Gyoji said.

He pointed his paddle at the puddle, then some water lifted it, and turned into a viewing bubble, showing Leo in Central Park.

"It is alright, Raphael." Splinter said, as Raph growled. "Clam down."

Raph clamed down slightly, as everyone else gathered around him and Splinter.

"All is in order." Splinter assured hopefully, before they all looked at Leo.

"What do we do now, Master Splinter?" Mikey asked.

"Now we wait, and watch." Splinter answered.

They all stared at the viewing bubble, as Leo walked around on the bridge.

* * *

At the park, Leo walked onto a bridge while looking around. A dashing noise then made him stop and turn to a treeline on his right, when another dash went by in the treeline on his left. He gritted his teeth slightly, as Ue-Sama's cape came floating down towards him, landing in front of his feet.

He turned around as the cape lifted up, and then Ue-Sama came out of it.

**(Alley)**

Splinter, Casey, April and the rest of the Turtles gasped, not liking this sneaky move, as they saw Ue-Sama behind Leo on the viewing screen.

"Look out, Leo!" Mikey called. "He's right behind you!"

"Save your breath, Mikey!" Raph snapped. "He can't hear you!"

"Yeah, you blockhead!" Elisa snapped. "This is like a live movie."

**(Central Park)**

Leo kept looking around slightly, as Ue-Sama sent a punch at him, but missed as Leo dodged and turned to him. They both glared at each other, then Ue-Sama blocked a chop from Leo with his elbow, then he blocked a punch from Leo, before he sent one at him, but missed as Leo dodged. Leo then blocked another punch with his forearm, then spun around to kick Ue-Sama, but missed, before he kicked Leo away.

"AGHHH!" Leo yelled, before he crashed into a lamppost.

Ue-Sama brought out a Kusairgama from his cape, and then spun the chain end around, before throwing it at Leo.

**(Alley)**

The other five Turtles gasped in horror.

"Move, Leo!" Donnie cried.

"Leo, get outta there!" Cath cried.

**(Central Park)**

Leo shook his head as he woke up, then gasped as the chain came at him, but then he ducked, making it hit the lamppost. He then flipped himself to his right, landing on his hands, then flipped himself ono his feet just before the lamppost fell over.

Ue-Sama tossed the chain at him again, but he brought out his Katanas, then blocked three strikes with them. Ue-Sama pulled the chain back and spun it around over his head, before throwing it back at Leo, wrapping it around his swords.

"Ugh!" Ue-Sama gasped, as Leo pulled his swords back, pulling him forward.

Leo then jumped and kicked him with both feet, sending him flying away, letting go of the Kusairgama in the process.

"AH!" Ue-Sama groaned, as he banged against a tree. "Uh."

Leo untangled the Kusairgama around his swords, and then threw it away.

**(Alley)**

Everyone looked at the viewing bubble, happy that Leo was okay.

"Wahoo!" Mikey whooped. "2 points!"

"Now that's what I'm talking about." Donnie grinned.

"Booya!" Elisa cheered.

"Yes!" Cath grinned.

"Alright!" Raph cheered.

"Alright, Leo!" Mikey cheered. "Yeah!"

Mikey high-threed Donnie and Raph, while Elisa and Cath high-threed each other, then Raph and Donnie high-threed each other, as Mikey high-threed the girls.

**(Central Park)**

Ue-Sama ran across the bridge, then jumped off it and onto a truck as it rode through the tunnel beneath the bridge. Leo ran to the edge of the bridge as the truck drove off. He then jumped off it, then swung on a tree branch, then kicked against another tree, before swinging on a third's branch, and then landed on a fourth's. He then jumped off it, and then managed to land on the truck behind Ue-Sama.

Ue-Sama turned around to him, as Leo held up his swords, then brought out his own swords.

Leo then sent two slashes at Ue-Sama, but he blocked them with his swords, then they locked their swords two more times.

They kept locking their swords together as the truck went onto a highway, both either sending or blocking the attacks. Leo then ducked as Ue-Sama tried to slice him with both his swords, before he spun around and tripped Ue-Sama up, knocking him towards the end of the truck, near the driver's area.

Leo then jumped and dived towards him as he looked up, but then he vanished, making Leo stab the truck with his swords. Ue-Sama then showed up behind Leo, shocking him slightly, as he could see Ue-Sama's shadow.

"Wait!" Leo said, as he pulled on his swords, but they were stuck tight.

Ue-Sama ignored him and kicked him in the shell, sending him flying onto the edge of the carriage.

**(Alley)**

Casey, April, and Leo's family all looked appalled, especially Raph and Elisa.

"Hey, that guy cheated!" Casey complained.

"That's gotta be against the rules?" Raph snarled, glaring at the Gyoji.

"You complaint is so noted." Gyoji said.

"Noted?!" Elisa exclaimed angrily. "That shouldn't be allowed in this...duel!"

"Yeah, you need to do something!" Raph frowned.

"Such things are considered at the _end_ of the challenge, not _during_." Splinter explained, touching their shoulders.

"At the end?" Cath questioned worriedly. "It might be too late by then, Sensei!"

They all watched as Leo rolled to his right as Ue-Sama tried to strike him with his swords.

**(The truck)**

The truck drove through the city towards the Brooklyn Bridge.

Ue-Sama then tired to strike Leo with his swords, but Leo dodged to his left, but then landed on his side. He flipped himself up to his feet, then Ue-Sama tried to slice him, but missed as he ducked and then moved towards the back of the truck. Once there, he jumped back slightly as Ue-Sama sent another slash, but then Leo began to loose his balance.

"AGHHH!" he yelled. "AGHH!"

Ue-Sama sniggered evilly as he raised his swords up, but then Leo grabbed his belt.

"Huh?" Ue-Sama gasped.

Leo pulled of a grappling hook from the belt, then back flipped off the truck, before the threw the grappling hook at it, attaching itself to the end of the truck. He then swung on the rope, and then swung towards Ue-Sama, who turned around to him. Ue-Sama's eyes widened in shock as Leo kicked him with both feet, knocking him off the truck.

"Ahh!" he moaned.

Leo landed on the bridge, rolling along the road, before he got up. He and Ue-Sama then glared at each other, when a car came up behind Ue-Sama, the driver honking its horns. Ue-Sama put his swords away and jumped out of the way, and then Leo jumped up as the car nearly hit him.

They both began kicking their feet up against cables, as they jumped towards the top of the bridge, before landing on one of the towers.

Ue-Sama then opened his cape, then spun around a mace with spikes, and then tried to hit Leo with it, but missed as Leo ducked. Ue-Sama then managed to punch Leo with his gauntlet, knocking him down and away

**(Alley)**

The others all watched in horror.

"Leo!" Cath, Donnie and Mikey cried.

"Oh, no." Elisa gulped.

"That's it! I'm putting a stop to this!" Raph said angrily, before he charged at the Gyoji. "Starting with you, weirdo!"

A cylinder tube went over him, trapping him.

"AH!" he groaned, banging against it.

"You must not interfere." the Gyoji insisted. "Honor dictates certain rules."

Raph began banging on the tube. "When I get outta this, I'm gonna-" he vowed.

"Raphael, enough!" Splinter barked, tapping the ground with his walking stick.

He closed his eyes sadly, as the Gyoji spun his paddle slightly, tapping it, and then the tube disappeared around Raph.

"It is hard to watch, I know, but we must." Splinter explained.

Everyone gathered around him and Raph.

"Sensei, isn't there _anything_ we can do?" Donnie asked desperately.

"Yeah, I'm getting_ sick _of watching like this!" Elisa said annoyingly.

"Yes." Splinter answered, before he approached the Gyoji. "As family members, we clam right of attendance."

The Gyoji looked at them all for a minute. "So granted." he said, banging the paddle.

A bright light came from the paddle, then a viewing bubble vanished and turned into a puddle on the ground. It then went under the barrier, and then began sucking everyone down, along with the barrier.

"Whoa! This is too strange!" Casey gasped.

He touched his nose as he and April held their breaths.

* * *

On the bridge tower, Ue-Sama approached Leo slowly, as Leo moaned while lying down.

"Ah!" Leo gasped, opening his eyes.

Ue-Sama jumped up and sent a slash with his gauntlet, but Leo grabbed his forearm, and then kicked him away, snatching the gauntlet as he did.

"Ugh!" Ue-Sama moaned, as he hit and skidded across the bridge.

Leo got up and stared at him, as he rolled onto his chest.

The barrier suddenly lifted itself up nearby, along with Splinter, the Turtles, Casey, April and the Gyoji. They all then watched as Leo approached Ue-Sama, Donnie scratching his head, Raph and Elisa grinning, Cath looking nervous, while the others all smiled.

"Whoa. This isn't how we left things." Mikey noted.

"Change is good." April said.

"Yo! You go, Leo!" Casey cheered.

Ue-Sama reached into his cloak, then pulled out a bunch of green dust. He then turned and threw the dust in Leo's eyes, making him turn away and cough loudly. Leo stepped out from the dust cloud, then turned as Ue-Sama jumped up, then dived down and kicked Leo three times, knocking him to the edge of the tower.

"Ah!" Leo grunted, as his feet hung near the edge.

Ue-Sama then hit Leo in the chest with the palm of his hand, knocking him off the tower.

"Aghhhh!" Leo screamed.

"Leo!" his siblings cried, Cath being louder than the rest.

"My son!" Splinter cried.

Ue-Sama laughed menacingly as Leo fell towards the ground, Ue-Sama thinking Leo had met his end. Leo however, managed to grab a cable holding one the poles linking the towers together.

Ue-Sama laughed as he jumped onto the pole, then ran along it towards Leo. Once there, he yelled and brought his swords out, before he sliced up part of the cable, along with several more, causing Leo to fall down towards the river.

"AGGHHHH!" Leo screamed.

He quickly manged to grab hold of the cable, as the other end hanged onto the pole, but only barely. Leo breathed hard as he looked up at Ue-Sama, who crossed his swords over his face before slicing up the rest of the cable.

"AGGGHHHHH!" Leo screamed, louder than before.

The other Turtles all brought their weapons out.

"We've gotta help him." Donnie said determinedly.

"I'm with ya, bro." Elisa assured angrily.

All five Turtles jumped up, then Donnie tried banging his Bo against the barrier, but nothing happened. Cath tried whacking her Tonfas against it, but they didn't even dent the thing, then Mikey tried to whack it with his Nunchucks, but even he had no luck. Elisa tried to slice her way through with her Kamas, but they didn't even go through the barrier, and then Raph tried stabbing it with his Sais, but even he didn't break through.

All five of them glared at the barrier angrily.

"AGGHHH!" Leo screamed, as he kept falling to his doom.

He quickly came up with an idea however, and put the gauntlet on his hand, before digging it into the tower. He grunted as the gauntlet began slowing him down, before it finally stopped him just metres away from the river.

"Phew." he sighed in relief. "I have got to get me a pair of these."

He began climbing back up the tower.

Ue-Sama jumped off the pole and landed on the bridge tower, landing right in front of the barrier with Leo's family and friends in, who all glared at him.

"He is finished." Ue-Sama declared. "I have won! I am the _ultimate _warrior on this planet! With this victory, my fame and glory grows."

"He sounds like that kid from the movie." Cath whispered to Elisa.

"You're right." Elisa agreed.

"Soon, all will know my name!" Ue-Sama went on. "I am the Ultimate Ninja!"

Everyone glared at him.

"Just wait, pal, and I'll give you all the fame and glory you can handle!" Raph snarled.

"Hang on there, Raph!" a voice called.

The Turtles gasped when they saw Leo standing on the tower's edge.

"I'm _not _finished with him yet." Leo said.

"Leo, you're alive!" Cath exclaimed happily.

Ue-Sama turned around and gasped in complete shock.

"What?!" he exclaimed. "It...it can't be!"

"It _can_ be, and it is." Leo confirmed, sneering. "Let's you and me finish this, now."

His family and friends all smiled at him.

"Go, Leo!" Mikey cheered.

"Let him have it!" Elisa whooped.

"He's all yours." Cath said.

"You are the Turtle." Raph quoted, as April clapped her hands.

"Yeah." Donnie said.

Leo brought the gauntlet up to his face, as Ue-Sama brought out one of his swords, both glaring at each other. They both jumped up, then Ue-Sama shot a bunch of tiny Shurikens at Leo from his cape, before he vanished.

Leo flipped over most of them, then blocked the last four with the gauntlet, as everyone else - expect the Gyoji - gasped, as the rest hit the barrier. Ue-Sama appeared in front of the barrier, and then looked up.

"Huh?" he muttered.

Leo jumped up and dived towards him, and then kicked him in the face.

"AH!" he moaned as he fell down, his mask falling off as he did.

Leo back flipped and landed on the tower, then he ripped off the gauntlet, and then pounced towards Ue-Sama, as he got back up. Ue-Sama then gasped, before Leo sent a number of punches at him.

"Come on!" Leo dared, before punching him in the face.

Ue-Sama back flipped slightly, then brought out his swords, then tired to slice Leo with them, but missed as Leo jumped over them, and then he kicked him in the back, knocking him away, as Leo caught his swords. Leo then jumped and dug both swords on either side of Ue-Sama's neck, crossing them over as he did, making Ue-Sama gasp.

"You loose." Leo said.

"No!" Ue-Sama panicked, shaking his head. "I cannot loose. I cannot!"

"Sorry, you just did." Leo smirked. "But, you fought well. It's okay."

"I...I do not _believe_ it!" Ue-Sama gasped. "I...I surrender."

Leo picked up the swords and threw them away, landing just in front of the barrier.

"Winner: Leonardo." the Gyoji declared, spinning the paddle around.

The barrier disappeared from Splinter, Casey, April and the other Turtles, then they all cheered and ran towards Leo.

"Yeah!" Raph whooped.

"Nice one, bro." Elisa commented.

"Alright." Mikey whooped.

He and Raph then grabbed Leo's arms, as Cath hugged him from behind.

"Yeah." Mikey said.

"Alright!" Cath cheered.

"Nice work." Donnie whooped.

They all let go of Leo as Splinter approached him.

"My son, I am so proud." Splinter said, bowing, before he hugged his oldest child.

Everyone then group hugged him and laughed.

"Alright, Leo!" Mikey said.

"Wahoo!" Elisa whooped.

"Alright." April said.

"Way to go." Donnie said.

When none of them were looking at him, Ue-Sama brought out more green dust from his cape, and then he blew it away.

"Huh?" Cath muttered, as everyone turned to the dust, just as it changed into a green dragon.

Everyone gasped as the dragon came at them, when lighting came from the sky and struck it, splitting it in half down the center. The dust then cleared, and then an older man known as the Daimyo, with a golden mask, with a red cape, and red, black and gold armour showed up in front of Ue-Sama.

"Your highness." the Gyoji said, bowing.

Ue-Sama bowed before the man on his knees, worry in his eyes.

"To use such Dark Arts in defeat!" Daimyo scowled. "Not only would you disgrace yourself, but you would disgrace me, your _own_ father with your lack of honor! You have not earned this combat, yet you have the audacity to attempt to make a name for yourself in such a manner!"

He turned away from his son towards Splinter and the others.

"Splinter-san, you have trained your students well." he said. "I salute you."

He bowed at Splinter, who bowed back, while his six children all looked confused.

"You have fought well, young one." Daimyo told Leo, who smiled. "And won honorably."

A bright light came from his right hand, and then both of Leo's swords appeared in it.

"I return to you your Katana." Daimyo said.

The swords flew towards Leo slowly, and then they landed in his hands. He and Daimyo then bowed at each other.

"Once, many generations ago, we visited this dimension." Daimyo explained. "The people here took us to be goblins, Tengu, but we endowed a chosen few with the first gifts of the art of Ninjutsu. You have carried that tradition well, _better_ even than my son."

The Goyji moved towards Daimyo and his son.

"Come, we go home." Daimyo said.

A bright light came out from the paddle, as Ue-Sama looked up, then he, his father and the Gyoji all suck into the ground, as the Turtles, Splinter, Casey and April watched. Leo put his swords away, as Casey and April began walking towards the pole.

"My son, you have made us all proud." Splinter said, touching Leo's shoulder. "Come, let us also go home."

They all began walking along the pole in single file, Cath and Elisa both being between Raph and Donnie.

"Master Splinter, I-I don't mean any disrespect but, what the shell was that all about?" Raph asked, confused.

"Be patient. When the time is right, all will be made clear." Splinter assured.

"Why do I have a feeling we haven't seen the last of _them_?" Elisa asked Cath quietly, so no one else could hear her.

"You're not the only one, sis." Cath assured quietly. "I just hope next time it's on better terms."

Elisa nodded in agreement.


	11. The Return of Nano

**A/N: Thanks to all of you who's favourited this story and the other one, but can I please get reviews from you please? Lately it's been the same guy all over again, not offence.**

* * *

In the Coney Island amusement park at night, the Turtles - minuse Donnie and Cath - and Casey were all looking around, standing close together with their weapons out.

_Elisa: You're propbably wondering why we're in this spooky old amusement park in the middle of the night? You're propbably wondering what we're looking for..._

Elisa turned around, as a giant shadow ame over her.

_..or what's looking for us._

The others turned, as a giant robot comes up and looks down at the five of them.

_You might ask why a bunch of freaked-out rides is attacking us all._

The robot sent a punch down at them all, but missed them all as they jumped away.

_And why we're getting our shells kicked._

Casey landed on his side, as the four Turtles landed on their feet. They then all charged at the robot.

_Yeah, you might ask all that._

Raph and Elisa both jumped up and dug their weapons into one of the robots legs.

_But please don't?_

The robot picked both Turtles up with a mouth like hand, then held them both up by its face.

_'Cause I don't have time for questions right now!_

Elisa and Raph both grunt as they struggle to lift the top part of the mouth up.

* * *

In the Turtles lair, April stood by the sink in front of the mirror in the bathroom, wearing a bathrobe and a towel in her hair. She held her toothbrush up, but when she squeezed some paste out of her toothpaste, only tiny bit came out.

"Oh! Somebody took my toothpaste _again_!" she frowned, turning around. "I didn't even know Turtles had teeth."

She walked out of the bathroom annoyed.

"Wahoo!" Mikey yelled happily.

"Huh?" April muttered, turning left.

Mikey raced towards her on a new hover skateboard.

"Watch out, April!" he called.

"Hey, watch out!" April cried, ducking down as Mikey raced over her.

Mikey whooped as he turned his board around.

"You're in the middle of my obstacle course." he said, racing past her. "Whoa!"

He skidded his board along a ramp, then raced it around the lair.

"Yeah!" he whooped.

Near the river entrance, Donnie was sitting by the edge while having a breathing tank on his back, as he put flippers on.

"Don, all that amazing Utrom technology as you built Mikey a flying skateboard?" April complained.

"Well, you know Mikey, April." Donnie said, putting a breathing helmet over his head. "It's the only way I can get any piece."

April walked towards him as he got to his feet, and then he dived into the river, splashing water all over.

"Ah!" she yelped, as some hit her.

Cath came out from her room, and looked down, as April looked at her toothbrush.

"Uh. Sewer water!" she freaked.

She groaned frustrated, as Donnie came up from the water.

"Actually, it's not sewer water." he corrected. "It's coming from the river."

"Not making me feel better." April grumbled. "What are you doing down there?"

"I'm looking into building an access way." Donnie explained. "They're are a lot of underwater tunnels that can be exuviated to allow us a way into the river. See you later."

He closed his mask up.

"Donatello, don't you-!" April snapped, before Donnie dived up the river, splashing water all over. "This day just keeps getting better and better."

"Incoming!" Mikey yelled.

April ducked as he skated over her, just as Cath jumped down to the ground floor.

"Wahoo!" Mikey whooped.

"You okay, April?" Cath asked, running towards her.

"Fine, just fine." April said sarcastically. "Did you agree with Don to make that skateboard?"

"Um...yes, to be honest." Cath admitted. "But I thought he'd ride it through the tunnels instead of the lair."

"Oh." April said. "At least you're more understanding."

"Oh, and about the toothpaste, I really have no clue who took the last of it." Cath said quietly. "But it wasn't me or Ellie."

"Right." April frowned, as she walked off. "Boys."

Nearby, Splinter was sitting on the couch. watching the news.

_"With innocent victims caught in the crossfire of rising gang violence..." _News Anchor Dwight reported, as the words 'City at War' appeared behind him. _"..the police are urging the people to stay off the streets in much of the city."_

Mikey whooped as he skated over Splinter, who turned and then ducked.

"Michelangelo, quiet!" Splinter hissed.

Mikey skated past him towards Donnie's lab, then twirled his board around, before he skated towards Raph near a bunch of weights, as he lifted two dumbbells.

"Yahoo!" Mikey whooped, skating around in a circle. "Hey, Raph, check this out?"

Raph gritted his teeth and dropped his dumbbells, then he grabbed Mikey's board as he came towards him, then he spun it, making Mikey fly towards April.

"Oh, no!" April gasped.

Mikey landed on her, but then they flipped over, making Mikey land on his shell.

"Oh." Raph gasped. "Uh-oh.".

He threw the board away and ran towards April and Mikey.

"Sorry, April." he said. "I wasn't aiming him at you."

"Hey, getting flattened by Turtles is just _part _of my _new_ lifestyle." April grumbled, as Raph helped her up.

"Yo, guys!" Casey called, as he came in with a tool bag. "Just let you know, I'm burrowing a ton of tools."

"At last, another human." April sighed. "Well, almost. Hey, Case, where you headed?"

"Coney Island. Promised a buddy I'd look at the Ferris Wheel for him." Casey explained. "Doing a little repair work on the side."

"Coney Island. I haven't been there since I was a kid." April said. "I love that place."

"Yeah, me too." Casey told her. "You know, uh, you could...come with me."

"Me?" April questioned, her eyes widened.

"Well...you're pretty good with a wrench." Casey said, twirling one around. "You could help."

"I'd love to. Um, I mean, yeah." April blushed. "That'd be great."

She turned around as Mikey - back on his board - and Raph ran towards them.

"Coming through!" Mikey yelled, racing over April and Casey, who ducked.

Raph ran past them after his younger brother, then April moved closer to Casey.

"It would be nice to get outta here." she confused. "I kinda got turtles coming out of my ears."

"I'll pick you up around 10:00." Casey said. "Hey, maybe we can grab a late night snack or something?"

He turned around and walked away, but then stopped and turned back.

"But, uh, I mean, you know, it's not a date or anything." he said. "Right?"

"Uh, absolutely." April said embarrassed, turning around. "It's _not_ a date."

"Good." Casey said, before turning around.

"Fine." April said, before they both walked off.

Cath watched them both and giggled quietly.

"I've gotta tell Elisa about this." she said quietly.

* * *

Meanwhile, in the junkyard, a small piece of junk in a pile moved slightly, then a bunch of tiny nanobots - who had survived getting burned by the fire pit about a year ago - came out of the pile. Nano moved slowly away from the junk pile, then stopped and spotted an old wrecked camera, then they moved towards it, then bit a tiny body out of it for itself.

He walked towards an old TV in another pile, then put some of his nanobots into it, turning it on. A family show came on, showing a man, his wife and son in the living room, the parents sitting down while the boy played with some toys. He backed away slightly, then sat down and began to watch the show.

_"How was your day, mother?" _the father asked, lowering the newspaper he was reading.

_"Oh, the usual, father." _the mother said, knitting._ "Junior has something to tell you. Don't you, Junior?"_

_"Uh, I got an A on my Math test." _Junior said._ "But I guess I kinda got in trouble for making a face in the class picture."_

_"Oh, Junior, with shenanigans like that, how is a mother suppose to raise a family?" _the mother asked sternly.

"Fam-i-ly?" Nano repeated.

The TV show cut off, but then the TV showed a news report near a jail.

_"And now for news break." _a female reporter said.

A prison guard stood near a bus.

_"Conman, Harry 'The Shrub' Parker is being moved to Ryker's Prison." _the reporter explained, as a prisoner got off the bus.

The TV showed a closer look at the prisoner, showing himself to be Nano's 'father', who'd taught him how to steal and break into stores, although Nano didn't know that since he had the mind of a child.

_"Over the course of a four-day crime spree..." _the reporter began, as the TV showed her and a picture of Harry near her._ "..Parker made off with over a million in diamonds and other valuables."_

Nano got up. "Daddy!" he cried, before he turned and walked towards the junkyard entrance. "Daddy. Daddy!"

* * *

Later, at Ryker's Prison, Harry and a bunch of other prisoners were in wreck room. Two prisoners played foosball, two more played chess, while Harry and three others were playing poker, using chocolate instead of poker chips for the money. Harry looked at his cards and grinned, before picking up a chocolate bar he had.

"I see ya crunchy-munchy, and raise you a razzle-dazzle." he said, tossing it into the pile in the middle.

Two of the crooks groaned, one being African and muscular, the other being Hispanic and bald. The third crook however, who had a mohawk, glared at him.

"Ah!" the first two moaned, putting their cards down.

Harry laughed. "Like taking candy from a bunch of babies." he smirked. "But you should see the _candy _I got stashed on the outside?"

He got up.

"It sparkles _real _pretty." he said, before pushing the chocolate he'd won towards him. "Yes, boys, when I get outta here, I'm gonna live like a king."

A card fell down from his sleeve, telling the other crooks he'd been cheating on them.

"Whoops." he said nervously, staring at the card.

The three crooks got up and growled at him, the African one punching his knuckle.

"Uh, can't we discuss this like the sophisticated gentleman that we are?" Harry pleaded, as he backed away nervously.

A noise got everyone's attention, as the power went out.

"What was that?" Harry gasped.

They all turned to the TV as its screen flashed, before it came off the wall.

"Hey!" a prisoner exclaimed.

They all backed away as the TV crawled down the wall like a spider. The prisoners all ran off scared, except Harry who backed towards a wall, as it was him the TV was crawling towards.

"G-Get away!" he begged. "G-G-Get away from me!"

He covered his eyes, as the TV came on, showing Nano's old happy mask face.

"Daddy." he said, his mouth moving.

"Wha?" Harry muttered, shocked as he stared at the kid. "Kid?"

Nano shot wires out of his body at the ceiling and two of the walls, then nanobots shot out them all. They pulled pipes, vent shafts, a generator from the ceiling, a CD player and a light switch. Harry watched in amazement while the other prisoners scrammed away, before Nano pulled a vending machine towards him, then he used all the parts he'd gotten to create a new body, with the TV being the head, and the vending machine being the main body.

"Daddy." Nano said.

"Kid, you're alive." Harry said happily, running towards him. "Boy, did I miss you. We are going straight back the top. First up, take me to the loot kid. It's high time I got my hands on all that sparkly diamond goodness again."

Three prison guards burst into the room and ran towards Harry and Nano.

"Guard down!" the leader said.

"Yes, sir." another said.

"Keep moving!" the leader ordered.

"Hey, those men are bad, kid." Harry lied, pointing at the guards. "They're keeping your dear old _innocent_ dad in here, when he didn't do nothing."

Nano frowned, then opened up his chest, before four cables came out.

"Hey." Harry said, as the cables wrapped around him.

He yelped as Nano pulled him inside the chest, before closing it.

"Whoa!" Harry yelped, as Nano began to move.

"Bad men!" Nano chanted, pushing the guards away as he ran past them.

"Oh, this is sweet." Harry grinned, watching from the chest. "Uh-oh."

Nano stopped near a wall, then punched it open, and soon he punched his way out of the prison.

"Bada-Bing. Bada-boom!" Harry whooped, wobbling slightly.

Guards in two towers turned on the lights and shined them down, looking for Harry and Nano, as the latter ran them both away.

"That's my boy." Harry whooped.

Nano ran towards the lake nearby, as Harry laughed evilly.

* * *

Later, back in the lair, April - now wearing a blue coverall - Donnie and Cath were working a new vehicle in the garage area. Donnie worked on the side, Cath worked underneath, and April worked on a small device.

"Hey, April, hand me that 3 ace?" Donnie asked.

April bent down and picked up a wrench, and then handed it to Donnie, before she checked her watch.

"It's almost ten." she said. "I've gotta clean up."

"Why?" Casey asked, coming in, getting their attention. "You're just gonna get dirty again."

"He's got a point." Cath smirked.

"I prefer not to wear grease in public." April said embarrassed.

Casey came towards her, holding a bouquet of flowers behind his back, which Cath noticed slightly.

"I know we're just working on the Ferris Wheel, but..." Casey said, showing April the flowers, seeing most were ruined. "I guess some of the petals got blown off of the motorcycle."

"It's the thought that counts." April said, taking the flowers.

"So..." Leo began.

April and Casey turned to him, seeing him standing with his five siblings.

".._where_ are you taking our April?" Leo inquired.

"Guys, it's not a date." Casey assured.

"Well, what's with the flowers?" Elisa inquired, folding her arms.

"And when will you have her home, young man?" Splinter inquired sternly, coming in.

"Everybody, knock it off." April said, unknowingly wrapping her arm under Casey's. "It's _not_ a date. It's just Casey, and we're just doing a repair job."

They both walked off, while Splinter and his children all watched.

"Now goodnight." April said.

"Hmm?" the men all said.

"Bet you ten bucks they start dating by next year." Elisa whispered to Cath.

"You're on. I say it takes them six months." Cath whispered back.

"Deal." Elisa said, as they shook hands.

Later, the six Turtles were all watching the news, which was about Harry's breakout from Ryker's Island Prison.

_"File this one under B for bizarre." _News Anchor Dwight reported._ "Eye witnesses to the escape of Harry Parker say he was helped by machines that came to life."_

Leo turned the TV off.

"Remind you of anything?" he asked the others.

"It's gotta be that walking junkpile that almost flattened us last time." Raph realized.

"The same one that thief used to rob April's place?" Elisa inquired.

"Yep." Raph confirmed. "But I thought it got toasted."

"I guess some of the nanobots survived, and rebuilt themselves." Donnie deduced.

"It must have been very few, since it took them about a year to rebuild themselves." Cath suggested, putting her hand on her chin.

Donnie pressed a button on a small toy robot in front of him, which then moved along the table.

"Man, that poor thing." Donnie said. "Remember how it was acting like a kid? It just seemed so...helpless."

"Yeah." Mikey scoffed. "It was so helpless, that it almost stomped us into Turtle Pancakes last time."

"But it wasn't his fault." Donnie said, getting up. "That crook was teaching him to steal."

"Not to mention he had the mind of a child." Cath added.

"Well, imagine if Splinter had been evil?" Donnie asked, turning to the others. "We might be crooks instead of who we are."

"You mean like Hun and the Purple Dragons?" Elisa inquired.

"Your point is?" Raph grumbled.

"We should help it." Donnie explained. "Give it an alternative life. A chance it never had, like Master Splinter helped us."

"You sure that's a good idea, Don?" Elisa asked, getting up. "I mean, that thing may be a kid, but he sure packed a punch."

"I'm sure, sis." Donnie told her. "I mean, he probably doesn't know better."

Elisa turned to the others, all but Cath thinking the same thing.

"Hmm. I just know we're gonna regret this." Raph said, knowing Donnie was right.

"That makes two of us." Elisa said.

"Well, I'm with Don on this one." Cath said. "I _didn't_ really like having to burn him back then."

"Where do we start looking?" Leo inquired.

"Every good search starts at the source." Donnie explained.

"Let me guess: The Yellow Pages?" Elisa shrugged.

"Close, Elisa." Donnie commented.

A little later, he sat at his computer, as the others stood around him.

"There might be something on the Nanobots that will help us." Donnie explained, as the computer screen showed a swarm of Nanobots. "I kept detailed records of the first time we came across this Nano technology. Just a little closer..."

The screen zoomed in on one of the Nanobots.

"..and..." Donnie said, before the screen zoomed in again, showing something on the Nanobot. "That's it, a pattern registration number. And if it's registered, it's source can be found, especially with a little digging on the internet."

"Uh, what'd he say?" Mikey asked, confused.

"Ah." Cath sighed. "He means he can locate the place the Nanobots came from."

"Oh." Mikey said.

* * *

Meanwhile, inside a lab in a warehouse, Dr. Marion Richards - who'd created and was experimenting on the Nanobots before they escaped last year - was near the high containment field they'd been in, where a new batch of Nanobots was currently in.

"Given the emotional imprinting of my first Nano technology, I've rewritten the inscription and-" she began, looking through the two-piece microscope.

She looked up at a vent shaft as the place began to shake, making her panic. The vent shaft then fell off, and then Nano jumped down from it, and landed on the ground.

"Mommy!" he cooed.

He picked up Dr. Richards and pulled her towards him.

"No!" she cried. "No! Nooooo!"

Nano opened his chest up, and then dropped Dr. Richards inside, landing right near Harry.

"Clam down, lady." Harry said. "He ain't gonna hurt ya. I don't think."

"Wait, I aw you on the news." Dr. Richards recalled. "You're that thief."

"_Alleged_ thief." Harry corrected, frowning slightly. "And who the heck are you?"

"I am the inventor of this Nano technology." Dr. Richards said annoyed, as both their arms were lifted up.

"Then maybe you can explain what the heck he thinks he's doing?" Harry asked, confused.

Nano stretched four tentacles out of his body, then pulled all sorts of equipment from all over the lab towards him. He rearranged all the equipment around, as Harry and Dr. Richards both held each other tight worriedly.

They both gasped as Nano began using the equipment into a sitting room, including a soft chair, a fireplace and a set of firewood. A small puffy came up near the chair, and then pictures appeared on the fireplace.

"What the?!" Harry exclaimed, as one of the pictures had him, Dr. Richards and Nano on it like a family.

He and Dr. Richards gasped as large walls came up around them both, then a rooftop showed up above them, forming a house. A small fence then came up around the house, then a mailbox showed up near it. They both gasped and shuddered as Nano made a young body from himself, with a TV for a head, then he smiled at them both.

A couch then showed up behind Harry and Dr. Richards, which they both then fell onto to, then a newspaper came out of the arm and got shoved into Harry's hand.

"Whoa." he yelped.

"What?" Dr. Richards questioned, before a ball of string and a pair of needles came out the other arm, and got shoved into her hands.

They both stared at Nano, as he sat down.

"Uh, I got an A on my Math test." he said, throwing a ball up before catching it.

Harry turned to Dr. Richards. "He's gone kinda wacko." he said quietly. "I don't know what happened to him."

"You happened to him!" Dr. Richards argued, pointing at him.

Nano's face turned to sad mode, as this isn't what he wanted.

"You know, lady, now that I met ya, I ain't wondering why the kid ran away from here in the first place!" Harry snarled.

"You can't talk to me like that you...you lowlife!" Dr. Richards argued, snapping.

"Youse better get outta my face with that 'lowlife' talk!" Harry snapped, as Nano put his angry face on.

"Stop fighting!" Nano demanded. "Stop!"

Harry and Dr. Richards both turned to him.

"Stop!" Nano cried.

He fired a bunch of Nanobots out of his hands, which hit the walls, making spikes come out of them. Spikes then came out from the floor, then the roof and all around the house, making Harry and Dr. Richards gasp as a few got close to them.

"Mommy and Daddy be happy, now!" Nano whined.

More spikes came out all over the house.

"No, kid, don't hurt us!" Harry begged, hugging Dr. Richards tight.

"Please, stop!" Dr. Richards cried.

Harry shuddered as more spikes came towards them.

Nano's angry face vanished and was replaced by his sad one, an then he moved the spikes back.

"You not happy?" he asked, as the words 'accessing memory file' came onto his screen.

His screen blared, before it showed a recording of Harry breaking into the jewelry store the night after they'd first met. Harry took out a flashlight from his duffel bag, and looked around at all the jewels in the store, stored in glass cases. He then grinned mischievously while staring at the jewels, and then smashed the glass with the flashlight.

_"Yeah." _past Harry grinned.

He then picked up the jewels a few at a time and put them into the duffel bag, as Nano watched.

_"You are my lucky break, kid." _past Harry grinned. _"Take me to the loot, kid."_

The word's 'memory file end' came onto the screen, as Nano's face returned, who smiled.

_"Take me to the loot, kid."_

"I make you happy." Nano said, smiling.

He raised his arms up, sending his Nanobots all over the place.

"Here we go again!" Harry shuddered, hugging the Dr. tight, as they both closed their eyes.

The spikes left the house, then the roof of the house fell off, as Nano - now in a bigger body - stepped up, holding both Harry and Dr. Richards inside.

"Make you happy." he said.

Dr. Richards' streamed as Harry banged on a glass window, before Nano walked towards one of the garage doors. He then burst it open, and then he began matching through the city, bending a lamppost as he did.

* * *

Meanwhile, the six Turtles all ran down a dark street, Donnie in the lead and Elisa in the rear. They then all turned into an alley, then stopped when they saw the wrecked warehouse Nano had just escaped from.

"This is it." Donnie said. "The pattern registration lists this address."

"And it looks like Nano-boy left the back door open for us." Raph deduced.

They all ran towards the warehouse, and then went inside - going in the same way Nano had come in - and then looked around.

"I think we're too late." Leo said.

"Gee, what gave you the first clue? The wreckage around here?" Elisa asked sarcastically.

"What the heck is that?" Raph asked, pointing at what was left of the house Nano had built.

"Whoa. Looks like Dick and Jane go insane." Mikey remarked.

Raph turned around, and saw Nano had left some large footprints.

"Tracking him isn't gonna be too hard." he said.

"Well, I wonder where he's going?" Elisa wondered, putting her hand on her chin.

* * *

At Coney Island amusement park, a bunch of people walked away from the gate, and then a man closed it, leaving only Casey and April inside.

"Well, goodnight, Case." the man said.

Casey and April turned around and began walking towards the Ferris Wheel.

"The place is all ours." Casey said. "But before we start the work on the Ferris Wheel, let's check out the view from _up_ there."

He pointed to a pirate themed roller coaster, as he stood on a crate near a fence.

"Ain't we suppose to be working?" April inquired.

"Sheesh, April." Casey sighed, turning to her. "Live a little. Here, I'll give you a boost."

He bent down, but then lost his footing and fell off the crate.

"Oh!" April gasped, before Casey grabbed her shoulders.

Casey blinked a they both stared at each other lovingly.

"Uh, I'm sorry." Casey blushed. "I didn't mean to."

They both leaned in to kiss each other, when a loud noise got them both to turn away. They both heard it again, like it was marching towards them.

"What was that?" April gasped, as the noise got closer.

"Uh, I didn't hear anything." Casey said dreamily.

April looked around frantically, before Nano matched towards the gate and barged through it.

"Oh, boy." Casey gulped, as he saw Nano heading towards them.

Nano then stopped and turned, then looked around, before he spotted a small stall with the words 'Family Fun' on top. He then spotted a chest box of shiny jewels on top of it, then he picked it up.

"Make Daddy happy." Nano cooed, putting the chest near his chest.

Harry and Dr. Richards looked up inside, when the chest came into their small room vial a metal hand.

"The jewels!" Harry gasped, seeing all the stuff he'd stolen last year with Nano's help inside the chest. "My stash. But we hid them in that warehouse downtown, kid. What are they doing here in this amusement park?"

Nano put his face into the room from the ceiling.

"I put here for families." he said. "They all see shiny pretty."

Harry looked confused, before he stared at the 'Family Fun' sign.

"All for families." Nano said.

"Great, kid. I'll just hang onto 'em." Harry said, taking the chest. "Now, uh, we had our fun and all, but now that's _over_. See, I gotta go. I wanna leave."

Nano's face turned sad, since he didn't want that.

"Just let me leave, okay?" Harry asked nicely.

"And me as well." Dr. Richards said, slightly annoyed. "Please let me go?"

"Leave? Go?" Nano questioned, sounding hurt, before he put on his angry face. "No! No leave me! NO!"

He banged and squashed the 'Family Fun' stall, then ripped off part of the Ferriss Wheel, then threw a piece into a small stall. He then punched and squashed another stall, then stomped onto another, squashing it flat.

The Battle Shell then raced into the amusement park, and then it pulled over near Casey and April. Leo rolled down the passenger window, as Elisa pulled open the left side door.

"So, how's the date going?" Leo asked.

"Anything come up yet?" Elisa asked teasingly.

"Am I glad to see you guys." April said in relief.

"That thing's back and it's going nuts tearing up the place." Casey explained, pointing at Nano, who tore a support beam.

The Turtles all piled out of the Battle Shell, and then they stared at Nano - Mikey carrying a backpack over his shell.

"No leave me!" Nano snapped, punching the Ferriss Wheel down.

"I don't know, guys." Raph said, turning to Donnie and Cath. "This isn't looking like such a good idea."

"It's throwing a tantrum, Raph!" Cath snapped. "We need to try and talk to it."

"Talk to it?" Raph questioned.

The Turtles all ran towards Nano, as he pulled on some more supports, then they all got in front of him.

"Uh..." Leo said nervously, waving his hands up. "Robot thingy, we mean you no harm. We don't want to fight."

Nano frowned, as a recording of the last time they met came onto his screen, as the words 'Accessing memory file' came onto it as well.

The Turtles all jumped towards Nano, then Raph stabbed him in the left shoulder with his Sais, while Elisa did the same on his right with her Kamas. Mikey then whacked him in the legs with his Nunchucks, while Donnie slammed his Bo into his left arm, while Cath did the same on the right with her Tonfas. Leo then charged at Nano, before jumping up and sliced his right hand off clean with his swords.

Past Nano then cried as the Turtles all gathered near another small junkpile, then Nano's face came back with his angry look, as the words 'Memory file end' came on. Nano then screamed as he spear nanobots all over the amusement park, sending them towards all sorts of rides.

"Um...I don't think he's in a talking mood!" Elisa panicked.

Some nanobots went towards the Tilt-A-Whirl ride, bringing pieces towards Nano, while some others went towards the Merry-Go-Round and did the same. Some went towards a Roller Coaster entrance, pulling off the dragon head. All the parts went onto Nano, making him even bigger than when the Turtles battled him last time, and then he cried loudly.

The Turtles all brought out their weapons and backed away. All six of them past a sign that said 'You must be this tall to get on this ride. Thank you', which Nano then squashed. They all then jumped away as Nano tried to punch them all, creating a hole in the ground.

"Come on, the guys need help." Casey told April.

They both ran towards their friends.

"Don, we have to shut it down, now!" Leo said.

"Easier said than done, Leo!" Cath scowled.

"Cath's right. It's composed of millions of tiny nanobots. You'd have to deactivate them all." Donnie explained.

Nano sent a whack at them all with his dragon head mouth, but missed as they all jumped out of the way, except Mikey who tripped and fell into Donnie's arms.

"Darn, and I was looking for a giant off switch!" Mikey said sarcastically.

"Wait, that's it." Donnie said, helping Mikey up. "We _can_ turn it off, Mikey. All of the nanobots, with an electromagnetic pulse."

The others turned to him, all but April and Cath looking confused.

"You guys keep it busy. When I give the word, lure him to the Roller Coaster. April, Cath, I'll need your help." Donnie explained.

"Right." Cath understood, before the three of them ran off.

"Hey, those sneaky little green nerds just stole my date!" Casey complained.

"Don't you mean 'green nerd', since Cathy's a girl!" Elisa corrected.

Casey turned and frowned at her.

"Did he say 'lure'?" Mikey asked the others. "How quaint. How the heck are we suppose to lure it?!"

He, Casey and the other three Turtles gasped and jumped away, as Nano punched the ground. Raph pushed his hands against the ground and back flipped onto his feet, while Elisa rolled backwards through the air and landed with her legs bent. Leo and Mikey landed on their feet behind them, as Casey landed on his side.

The four Turtles all charged at Nano, then Leo jumped and slashed at his right leg, but he didn't even dent it.

Raph and Elisa both jumped up and dug their weapons into his left leg. Nano then picked them both up with his dragon hand, then closed it on them both. He lifted the hand towards his face, and saw Raph and Elisa groaning as they struggled to pull the top half of the mouth up.

"Now I know...what it feels like...inside a trash compactor!" Raph grunted.

"Or a paper shredder!" Elisa grunted.

Leo jumped up and sliced the mouth loose, freeing his two siblings.

"Ahhh!" all three of them yelled.

They all fell onto the ground, Leo on his chest, Raph and Elisa on their shells. Nano cried angrily, then tried to stomp on the three of them, but missed as they all rolled away.

Donnie, Cath and April all ran towards a small shed beneath the Roller Coaster, since that was where the control panel was.

"April, I need you to interface my laptop with the Roller Coaster's operating system." Donnie explained, as April opened a panel box.

Donnie took out his laptop from his duffel bag, then April began plugging in the laptop's wires into the panel.

"I'll wire the tracks for electricity." Donnie explained.

"I get it; you're going to magnetize the tracks, switching the popularity from positive to negative alternately." April realized.

"Very cleaver, bro." Cath commented. "The intermate multi-puller flux should create the electromagnetic pulse."

"I like it." April said. "But do you think it'll work?"

"Uh...I'm making this up as I go." Donnie admitted.

"Oh, just great!" Cath said sarcastically, face-palming herself.

Nano raised up his dragon arm up, and fired all sorts of junk at Casey and the others, as they ran off.

"Whoa!" they all yelped, as one nearly missed them.

Donnie kept typing on his laptop, sending electricity into the panel box, which then went up onto the Roller Coaster, going all over the tracks.

"Whoa, sweet. It's actually working." Donnie said.

"This better work, Don!" Cath said. "Hey, guys, over here!"

Mikey began waving his hands up.

"Come on, you big ugly pile of junk!" he mocked, getting Nano's attention. "Step on the Turtle, win a prize!"

Nano frowned at Mikey, then slowly matched towards him.

"Yahoo! Robot thingy, that's it." Mikey said, taking his backpack off. "Come to Daddy, you big tin can."

He took out his hover board Donnie had, then skated away on it just before Nano could squash him into a pancake.

"Whoa!" he yelped.

He turned back slightly and raced away as Nano nearly stomped on him again, then Mikey raced past a till, which Nano then squashed flat. Mikey raced towards the Roller Coaster, then stopped it above the tracks, as the pulse shot towards him. He turned to Nano, who reached out for him with his hands, when Mikey suddenly backed away as the pulse came towards him, making Nano panic before the pulse hit him.

The pulse then sent a massive shockwave through Nano's body, which spread all over the amusement park.

"Ah!" Donnie gasped, turning away from his laptop as it lit up.

"Ahhhhh!" Nano screamed, before his body fell apart into a pile of junk.

Both Dr. Richards and Harry then climbed out and fell onto the pile, both exhausted.

"Take me back to jail!" Harry begged. "Anything is better than _this_!"

Leo, Raph, Elisa and Mikey all looked at Nano's screen, as it went blurry.

"Fam-i-i-ly!" he said. "Fam-i-i-ly!"

His screen went black.

"Man, poor kid." Raph said sadly.

"All he wanted was a family." Mikey said sadly.

"But because of what that crook did last time, he was also confused." Elisa sighed.

"I know. Doesn't seem like much to ask." Leo said.

* * *

Later, once the Police arrived - including the two officers who'd seen the battle inside April's shop five months ago - the young one took Harry towards a Police car, where the older one stood by the door.

"Look, I'm telling ya, I didn't bust outta jail, I was kidnapped!" Harry swore. "honest."

"Yeah, yeah." the younger officer said sarcastically.

"You gotta believe me!" Harry pleaded, as the officer pushed him into the car.

Raph, Elisa, Mikey, April and Casey all watched from behind the shed behind the Roller Coaster, when Leo, Cath and Donnie all came up behind them.

"April, we found the stolen jewels the Police have been looking for." Leo explained, holding the chest of jewels.

"We were thinking you should turn them in." Raph went on.

"Yeah, there's a big reward for it." Elisa added.

"You could build your place again." Leo said, handing April the chest.

"But guys, we should share the reward." April insisted.

"Sharing is good." Mikey said eagerly.

Raph and Elisa both swatted his arms.

"Will you knock it off!" they both scowled.

"What?" Mikey asked innocently.

"Thanks, guys." April said.

"Guess if you get your place back, we won't be seeing you much anymore." Donnie said sadly.

April came over to him and kissed him on the cheek, since he and Cath were the ones she was closest too.

"Of course you _will_, guys." she said, as Donnie blushed. "We're family."

"Thanks, big sis." Cath teased, hugging April from the side.


	12. What a Croc

**A/N: Please read, review, and tell me what you think?**

* * *

Mikey gritted his teeth, before he gasped at the sight in front of him.

_Mikey: It seems like we always end in these wacked out situations._

His five older siblings all charge at a Robot Turtle

_I don't know, maybe its our karma._

Donnie dives towards the Robot, who blocked his Bo with one of his_ own_, shocking Donnie.

_Like we did something bad in a past life. _

The Robot grabbed Donnie's Bo, before it spun around and kicked him in the chest, knocking him into a wall, shocking Mikey as he watches.

_I mean really, really bad._

Elisa dived towards the Robot, who brought out its_ own _Kamas to block her own, before it kicked her in the belly, knocking her into a pillar.

_Supervillain-holding-the-world-for-ransom-destroying-Tokyo..._

Leo tried slashing the Robot with his swords, but it blocked them with its_ own_, before the Robot jumped up and grabbed Leo by the shoulders, before throwing him away.

_..kind of bad._

"Ugh!" Leo moaned, skidding along the floor on his chest.

Cath dived at the Robot while spinning her Tonfas around, when the Robot brought its _own_ out.

_Come to think of it..._

Cath tried to whack the Robot with her Tonfas, but it blocked them with its own.

_..its probably Raph's fault._

The Robot then kicked Cath in the chest, sending her flying into a wall.

"Ah!" she moaned, hitting it.

_Everything bad..._

Raph jumped towards the Robot, who jumped back while bringing out its_ own_ Sais, and then they sent slashes at each other with their Sais.

_..that happens to..._

Raph knocked the Robot onto its shell, before he tired to pounce on it, but it kicked him in the chest, sending him flying into a wall.

_..us is because of something Raph did in..._

The Robot tosses its Sais at Raph, trapping his hands against the wall

_..a past life._

Raph growled as he tried to break free, as the Robot, a Mutant Crocodile, and an Utrom Exo-Suit turn to Mikey, as the Robot dares him to attack.

_Oh well, no use crying over past lives._

Mikey readied his Nunchucks, and then stared at the Robot.

_I guess we just gotta accept things as they are. Just always be ready to kick some shell._

Mikey spun his Nunchuks around as he jumped towards the Robot, which brought out and spun his _own_ Nunchucks around.

* * *

In the lair, Raph was snoring in his bedroom, lying asleep in his hammock, as he preferred that to a bed like his family. Lying beneath him was Mikey, who couldn't sleep before of his brother's snores, and had his pillow over his head, covering his ear areas to try and block the sound out, but couldn't. He turned over onto his shell and put the pillow over his face, moaning slightly, before he had enough.

"Hey, shell-for-brains, can you keep it down? There are some people in New Jersey who are trying to sleep!" he complained.

He threw his pillow at Raph, but Raph lifted his arm up and blocked it, while keeping his eyes closed. He turned over onto his side as Mikey got up, looking annoyed. While he - like his family - were all happy to have April live with them, he'd been annoyed by the fact he'd had to move in with Raph for the time being while April took his room. However, since Leo and Donnie already shared one, along with Cath and Elisa, he knew he had no other choice in the matter, since Leo's and Donnie's room couldn't fit three, and the girls didn't allow any of the boys in their room unless it was for a visit.

"Ah." he sighed, before he turned and walked out of the room.

He yawned loudly, before he heard April humming in his old bedroom, making him turn to it, seeing the light was on.

In the room, April had been packing up her things, most of which were now in boxes. Since the Nano incident two weeks ago, he own place had began getting rebuilt by the prize money she'd received for returning the stolen jewels the Turtles had found. She hummed as she wrapped up an umbrella in a piece of paper, before she saw Mikey leaning against the doorway.

"Can't sleep either, huh?" he assumed.

"I'm too excited to sleep." April explained. "I can't _wait_ to have my _own_ place again."

"I understand." Mikey said glumly. "I can still remember back when this use to be _my_ room. When I wouldn't have to listen to my _roommate_..."

He peeked out through the doorway and stared at Raph's room.

"..snore like a chainsaw!" he shouted.

Raph seemed to ignore him, as he kept on snoring, making Mikey angry, before he turned and walked into his old room.

"Don't worry. I'll _soon _be out of here and you'll be back in your _own _room before you know it." April promised, holding up a vase, before she put it into a box.

"Um, April, what are you doing with my Silver Sentry comics?" Mikey asked, noticing they were amongst the stuff on the floor.

"Oh, I needed something to wrap my stuff in, and these were just lying about, so I..." April said.

Mikey panicked before she could continue.

"Clam down, Mikey. I'm joking." April assured, getting up and turning to him. "I know better than to mess with a guy's comic."

Mikey turned to her, looking unamused. "Oh. Ha, ha" he said sarcastically. "Really funny, April. Enjoy your packing."

He walked out of the room and turned off the light.

"Yep. Moving out's looking pretty good." April said, turning around.

As Mikey walked towards the TV's, he saw Leo, Splinter and Elisa all watching the news.

_"For now, the Police have two suspects in custody." _said a female reporter.

"Leo, Ellie, Master Splinter, you three up?" Mikey asked.

Leo and Elisa held their hands up, while Splinter 'Shhh' with his finger.

_"Meanwhile, in other news, an unexpected wave of gang activity is sweeping through the burrows of New York." _the reporter went on. _"How long before they knock on _your_ door? We'll have the _full _story when Channel 9 news returns."_

A chattering noise got Mikey's attention, making him turn around, knowing who it was.

"Sounds like Donnie's up too." he said. "Maybe's Cath's up as well."

He walked into the river, where Donnie and Cath were wielding something metal together with a blowtorch each. He slowly came up behind Donnie - who was closest to him - and then touched his shoulders.

"Boo!" he said.

"Ah!" Donnie yelped.

He turned around and held the blowtorch near Mikey in anger, just as Cath leaned out from behind the metal.

"Whoa! Easy, partner, don't shoot." Mikey pleaded.

Donnie frowned as he turned off the blowtorch, and then lifted up his goggles. "Mikey, never sneak up on a Turtle while he's wielding." he scowled.

"Even you should know better than that, Mikey!" Cath frowned, turning off her blowtorch.

Mikey looked at what they were building, and saw it was a metal crane of some sort, going into the river. "Hey, love what you've done with the place, guys." he commented.

"Yeah, go ahead." Donnie sighed in annoyance, unamused. "Make jokes, Mikey. But when we're using this underwater accessway to cruse the river in a submersible, you're gonna miss out on some fun."

"Unless you make yourself useful and give us a hand?" Cath suggested.

Mikey faked a yawn, wanting to get out of this and said. "Suddenly I feel sleepy."

Donnie elbowed him in the chest.

"Okay, if you wanna go back to bed with Raph's constant snores." Cath teased.

Mikey gasped, caught in a pickle here: Either help them, or suffer more of Raph's snores, which seemed like a no-win situation.

He reluctantly agreed to help in the end, and then put on a diving helmet attached to two tubes.

"This cross brace will secure the accessway and insure its stability." Donnie explained, handing him a pipe.

"So, you know what you're suppose to do, right?" Cath asked, folding her arms.

"Yep." Mikey said, turning to them while closing his helmet. "I'm suppose to swim in _cold_ river water when I should be resting in a _warm_ cosy bed."

"Right." Donnie said.

Mikey dived into the river with the cross brace and a blowtorch.

"Ah!/Yikes!" Donnie and Cath gasped, as the water splashed them.

"Chucklehead." Donnie mumbled.

"More like shellhead." Cath complained.

Mikey swam down towards the accessway Donnie and Cath had been working on, which was in a flooded sewer tunnel. Once in the tunnel, he swam towards the ground where the accessway was, seeing a structure. He held the cross brace against the structure and began wielding it onto the structure.

Something large then swam rapidly past the tunnel, making a echo that caused Mikey to turn away from the structure.

"Huh?" he muttered.

He turned on the flashlight on his helmet, and saw a large crocodile down the tunnel, which then turned to him.

"What in the shell?!" Mikey gasped, his eyes wide.

The crocodile dashed away and swam towards Mikey as fast as he could.

"Yahhhh!" Mikey yelled.

He turned off his flashlight, causing the crocodile to dash right past him, before it stopped near the tunnel above itself, leading towards the Turtles lair. It looked around for a minute, before it swam up the tunnel, as Mikey watched from behind the structure.

_"Remember what Master Splinter said: Fade into the surroundings." _he said in his head, looking around terrified.

The crocodile came back near the area and looked around.

In the lair, Cath stood near the river and saw the crocodile's shadow on the surface, confusing her, as she didn't know what it was, and that it was bigger than Mikey's.

"That's odd?" she muttered, putting her hand on her chin. "Mikey's not _that_ large."

Donnie stood near the metal crane, but couldn't see anything as he was not near the river like Cath was.

In the river, the crocodile spotted Mikey's breathing tube, then swam towards it. It glared at the tube before looking downwards, and saw the tubes going into the structure where Mikey was hiding. It then snapped the breathing tube in half with its mouth, causing water to seep into it.

"Ah!" Mikey gasped, as water went into his helmet.

_"Get a grip! Get a grip!" _he said in his head, as he held his breath.

He backed away towards the wall as the crocodile moved down slowly towards him.

"Huh?" he gasped, blowing bubbles into his helmet.

The crocodile glared at him, anger in his eyes, but couldn't see him probably because of the underwater shadows.

_"Relax."_ Mikey said in his head. _"Slow down. Fade into the surroundings."_

He closed his eyes, as the top half of his tube moved around rapidly.

In the lair, Donnie was now working on a computer, while Cath kept an eye on the crane and the river, before she saw bubbles come up.

"Uh, Don." she squeaked worriedly.

Donnie turned around and stared at the bubbles, looking confused. "What the goob doing now?" he wondered, thinking it was Mikey goofing off.

Cath on the other hand, being the doctor she was, thought something might've happened to Mikey_. "I hope he's okay. He maybe a goof off, but he's still my little brother." _she said worriedly in her head.

Mikey kept his eyes closed, hoping the crocodile would move away. _"Relax. Slow down."_ he said nervously in his head.

Cath turned to Donnie, looking Donnie. "Don, I think something's wrong." she said concerned.

"I agree. And my guess is, that he's drowning!" Donnie panicked.

Both Turtles ran towards the crane controls, and then Donnie flicked the switch.

"Hang on, Mikey." Donnie called, as the crane began pulling the tube up.

_"Please be okay, Mikey."_ Cath panicked in her head.

Mikey stared worried at the crocodile, as it kept glaring at him, before he turned away. The crocodile's eyes then clamed down, before it reached and tried to grab Mikey, just as he was pulled away by the tube still connected to the crane. Mikey banged the structure with his shell, breaking part of it as he went back to the river entrance in the lair, just as the crocodile banged more of the structure.

Donnie and Cath both gasped as Mikey came out of the river, as the crocodile swam away. Cath then pulled on the tube, pulling Mikey towards her, and then she and Donnie unstrapped the tube from him. Cath put him down on his shell, and then began pressing his chest, before she breathed into his mouth, and then she pressed his chest again, making him cough up water.

"Mikey, you okay?" Cath asked, backing away slightly.

"Yeah!" Mikey coughed. "Get the others. You guys ain't gonna believe this."

"Right." Donnie understood, before he ran off.

"And what you did was gross, sis!" Mikey frowned, turning to Cath. "I'm your brother for Pete's sake."

"I was giving you C.P.R, you goofball!" Cath frowned. "You might've_ drowned_ back there! What else was I suppose to do?"

Mikey blinked, speechless. "Oh, fine." he moped.

* * *

Later, once all six Turtles were gathered together near a wall - Leo and Elisa sitting on it - Mikey began telling the others about what happened.

"So I was like (Pants) and it was all (Growls while gritting his teeth) and I'm like (Whimpers) then it got all (Snorts) and then it was all roar, roar, roar..."

Raph, Donnie and Elisa all thought he was nuts, while Leo and Cath were more concerned.

"Cuckoo." Raph said, twirling his finger around near his head.

"Crazy." Donnie said, doing the same.

"Wacko." Elisa said, doing the same.

"I'm not so sure." Cath said.

"Hold up, guys. Raph, you remember that albino croc we tangled with years ago?" Leo asked. "Mike's croc could actually exist."

"It _does _exist." Mikey swore. "And it's all (Growls) and (Snorts) and (Rattles his teeth angrily)"

Only Cath was convinced, due to her seeing the large shadow in the river.

"We should've seen it coming bro." Raph said, approaching his younger brother. "You're one rib short of a barbeque."

"Look, I know what I saw." Mikey snapped. "There's a huge ugly reptile in the sewers, and for once it's _not_ you, Raph. And I'll prove it to you."

He turned around and threw the towel around his neck into Raph's face.

"I'm going back down there and find that thing." Mikey said.

"If you're serious, take one of these porpoise devices." Donnie advised.

Mikey turned to him as he pulled back a cover, showing two diving masks and breathing tanks.

"I made them to explore some of the underwater passageways." Donnie explained. "They've got a built-in camera and a transmitter, and I put a two-way radio in the masks."

Mikey grinned at the hi-tech scuba equipment, as Donnie walked towards the computer.

"We'll be able to see and hear your mystery croc on here, if it exists." Donnie explained, as he powered it up.

"It does exist!" Mikey insisted, taking one of the porpoise devices.

"He's really flip this time." Elisa teased quietly to Raph and Cath.

"He sure has." Raph sniggered.

"Well, I don't think he has!" Cath frowned.

Everyone turned to her, surprised by what she said.

"Since when do _you_ back-up Mikey?" Donnie inquired.

"Because, unlike you, Donatello, I saw a large shadow in the river when Mikey was down there!" Cath snapped. "And because of that, I'm going with Mikey to investigate."

The others stared at her as she took the other porpoise device, before she and Mikey put them on.

"Stay tuned, guys, for Mikey and Cath's TV's take you on a croc hunt." Mikey said, speaking with an Australian accent.

Elisa rolled her eyes as she approached Cath. "You sure about this, sis?" she asked.

"I'm positive." Cath nodded. "And besides, someone needs to stop him from drowning."

"Fair enough." Elisa sighed.

Mikey and Cath then both dived into the river, then a small flashlight came onto the masks as they swam down the tunnel.

**(The lair)**

Donnie sat down on the floor while working on the laptop, as Leo, Raph and Elisa all stood around him, all seeing a digital map of the tunnel Mikey and Cath were swimming through.

**(The tunnel)**

Mikey and Cath kept swimming around, before they spotted a bunch of hatch tunnels. They both looked around, before Cath patted Mikey's shoulder and pointed to one that was barred, which they then swam towards. A large growl then made them both turn around to a hatch behind them, before they both swam off, just as the crocodile came out of it.

The crocodile swam towards the hatch with the bars on, and then Cath noticed he had a pipe in his mouth, as she and Mikey hid in another passageway.

_"I wonder what he wants that for?" _she thought.

The crocodile pulled away the hatch, and then swam down the passageway.

"The chase is on." Mikey said.

Cath nodded before they both swam after the crocodile.

A few minutes later, they both submerged and saw the crocodile climb out of the water, before it walked towards a hole in a wall on its back two feet.

"Come on." Cath said.

He and Mikey both climbed out of the water and slowly followed the crocodile.

**(The lair)**

Their four older siblings all saw the crocodile on the laptop, surprising them all.

_"You guys seeing this?" _Mikey asked through the radio.

"I take it back, Mikey." Raph said. "You're _not insane_. Well, not completely."

The others turned to him.

"I guess not_ even_ Mikey's that wacko." Elisa said.

**(The tunnel)**

The crocodile walked through another hole in a wall, which both Mikey and Cath found slightly familiar. Once they walked through the hole, they saw the crocodile walking down the main hallway of their old lair, which they'd been forced to abandon after Stockman's mouser attack last year.

"Check it out, guys." Mikey said amazed, as they both hid behind a support that had been put up. "Old dark and scaly is living in our old lair."

The crocodile walked towards a table, then put on a scientist type jacket, and then put on a pair of glasses. Cath then looked at him closely, and noticed his eyes clam down.

_"Just who is this guy?"_ she wondered in her head.

The crocodile picked up something from the table. "You were right, my friend." he said. "Oh, so, right. The remaining component was exactly where you said. Now I can complete my task for _you_. And then _you_ can aid me in completing mine pre our deal."

"Are you guys listening to this?" Cath asked quietly.

_"Not really, sis." _Elisa replied._ "He's too far away."_

Cath and Mikey moved closer to get a better look, and so the others could hear the crocodile.

"I am so glad I made your acquaintance." the crocodile said, before he opened up a chest, and then picking up some tools. "I don't mind telling you, I've had quite a lot of experience repairing these units. Child's play really, once you learn the basic principals."

He walked towards a generator device, as Cath and Mikey sneaked around their old lair, and then hid behind some debris.

"Well, what do you know." Mikey said, as they stared at the crocodile. "It's just a big crocodile version of Don."

"When he's clam that is." Cath added.

"It is finished, my friend." the crocodile said. "Why don't you take it for a test drive?"

Mikey and Cath looked carefully at him, when they saw a robot Exo-Suit walk forward near the crocodile.

"He's got an Exo-Skeleton." Mikey said. "We can't really see."

He and Cath leaned forward to get a better look.

"But we think he's talking to an Utrom." Mikey explained.

**(The lair)**

"An Utrom!" Leo, Raph, Elisa and Donnie exclaimed.

**(Old lair)**

Their siblings shouts echoed through their radios, causing Mikey to yell and Cath to moan.

"Ahh!" they said.

The crocodile turned around, as he'd heard them, and then snorted as he took his glasses off, before he snorted angrily.

"Intruders." he snarled.

"Okay, time to go." Mikey gulped.

"Run like the wind!" Cath panicked.

They both turned and ran away.

"Stop!" the crocodile growled.

He pounced forward, before he chased after the two Turtles all on all fours, pouncing along. Cath and Mikey both ran through the hole, just before the crocodile pounced through it, knocking part of the wall around it over, and sending both Turtles flying away.

"AHHH!" they yelled, before they hit the water.

The crocodile growled as he saw bubbles moving along the waterline, telling him both Cath and Mikey were swimming away. He then dived into the water and began swimming after them, determined not to let them escape.

"We're on our old turf right now, right?" Mikey asked.

"Yes. And if I remember correctly, there's an access cover right here." Cath recalled, as she moved away some dirt and debris.

Mikey then pulled up the access cover, just as the crocodile swam towards them both. Mikey then slammed the cover into the crocodile's face, as Cath swam down the access way, and then Mikey followed her. The crocodile then punched the area around the hatch in anger, and then growled, before he put his head into the hole, but the rest of him wouldn't fit in, as he was too big.

Both Cath and Mikey swam away as fast as they could, and then surfaced nearby.

"Guys, are you there?" Mikey asked.

**(The lair)**

Donnie typed quickly on the laptop, as Leo, Raph and Elisa leaned in, all of them looking worried.

"Guys, where are you?" Raph asked frantically. "What's happening?!"

**(Sewer Tunnel)**

"We're in the 39th street runoff." Cath reported, as she and Mikey got up. "It got a little hairy back there with the reptile, guys. But I think we lost him."

Just as she finished, the crocodile showed up out of nowhere, making her and Mikey turn around, before the crocodile pushed them both into the water.

**(The lair)**

Their four older siblings all gasped.

"Guys!" Raph cried.

"Cath! Mikey!" Elisa cried, fighting back tears.

**(Sewer Tunnel)**

The crocodile lifted himself up out of the water, and then threw Cath across the tunnel, while keeping hold of Mikey.

"AHHH!" Cath yelled, before she banged against a wall.

The crocodile then bit Mikey's oxygen tank open, before he threw her towards Cath.

"WHOAAA!" he yelled, before he hit the wall, loosing his porpoise device in the process.

He then landed on his shell as Cath snapped her eyes open, and then turned to him.

"You okay, Mikey?" she asked worriedly.

Mikey rolled over onto his chest and rubbed the back of his head. "I think so." he replied.

The crocodile growled and slowly approached the pair of them.

Cath then charged at him, then pounced towards him, but he grabbed her but the arms, and then slammed her into the water.

"UGH!" she moaned.

"Cathy!" Mikey cried.

The crocodile lifted Cath up and then destroyed her porpoise device with his mouth, before she threw her back towards Mikey, who had to duck to avoid her.

"UGHHH!" she moaned, hitting the wall.

She then fell into the water out cold, shocking Mikey.

"Good crocodile." Mikey pleaded, as the crocodile came closer to him. "Good crocodile."

The crocodile spun around and tried to whack him with his tail, but missed as Mikey moved just in time. Mikey then dodged as the crocodile punched the wall, then he punched the wall again as Mikey moved away. Mikey then ducked twice as the crocodile tried to punch him, before he managed to punch him in the chin, and then tried to in the back of the head, but missed as Mikey somersaulted away backwards.

"Bad crocodile!" he cried, bringing out his Nunchucks. "Don't make me have to use these?!"

"Ugh!" Cath moaned, as she lifted her head up. "What's going on?"

She looked around, but her vison was blurry, meaning she could only barely see Mikey and the crocodile.

The crocodile growled as he slowly approached Mikey.

"Okay, you asked for it!" Mikey warned.

The crocodile spun around and tripped Mikey up with his tail, sending him flying down the tunnel.

"AH!" Mikey moaned, hitting a wall.

He fell onto all fours, as the crocodile came closer to him, just as Cath's vison went back to normal.

"Mikey!" she cried, getting up.

The crocodile turned to her as she charged at it, but then he spun around and tripped her up with his tail, knocking her into the wall right beside Mikey.

"UGH!" she moaned, landing upside down.

"Look, we didn't mean you _any_ harm." Mikey pleaded, as Cath fell onto her chest.

The crocodile growled at them both as Cath turned around and got to her knees, and then the crocodile huffed. He then clamed down suddenly and stared at both siblings.

"I am sorry. Sometimes I get carried away." he apologized.

Cath got up as she and Mikey stared at him.

A loud noise then got their attention, making the crocodile turn around.

"The guys." Cath gasped.

She was right, as the Sewer Slider was coming towards the three of them, with the four older Turtles onboard. Once they saw it and the others arrive, the four older Turtles jumped off it, and then brought out their weapons.

"Guys, wait-" Cath called.

Raph seemingly ignored her and tossed a Sai right at the crocodile, missing him by inches.

"Oh, what a hothead!" Cath moaned, face-palming herself.

The crocodile growled, but Raph didn't seem bothered.

"Look, guys, a handbag with claws." Raph smirked, as he and Donnie spun their weapons around.

The crocodile growled angrily.

"I think you made you mad!" Elisa frowned.

"Guys, wait, it's-" Mikey pleaded.

The crocodile whacked both him and Cath with his tail, knocking them into the wall, knocking them out.

The four older Turtles charged at the crocodile, then Donnie sent a stab at him with his Bo, which he grabbed, before Donnie jumped and kicked him with both feet, knocking him back. Elisa then jumped up, then somersaulted forward, before she hit the crocodile in the chest with her shell, knocking him back some more, as she back flipped towards the water.

Raph then ran at the crocodile, dodging a few punches from him, then held the crocodile's arm, as Leo came over. Leo then punched the crocodile's arm, who then whacked Raph across the chest, sending him flying towards Donnie and Elisa, and then the crocodile grabbed Leo and tossed him towards the three of them.

"Ugh!" Leo moaned, hitting the water on his chest.

He turned to the crocodile, as Donnie looked around at them all nervously.

"All those who think it was a bad idea to get this thing mad, say 'Aye'." Donnie said.

Raph and Leo pulled themselves up.

"Aye." they and Elisa said together.

The crocodile charged and growled at the four of them, before he rammed them all, knocking them down.

"AHH!" they moaned.

The slid along the water until they crashed into the Sewer Slider, as the crocodile growled.

"Come on." Raph said.

The four of them charged at the crocodile, then Donnie pole-vaulted over him, as Elisa jumped over him, and then all four surrounded him, before he dived into the water.

"Now where'd he go?" Elisa questioned.

"I'm not sure." Donnie said nervously. "But I'm hoping France."

Raph was then pulled into the water.

"Raph!" the other three cried.

The three turned to each other and nodded, before they dived into the water after Raph and the crocodile. A little later, the four older Turtles all submerged from the water on the crocodile, Leo and Donnie on his arms, Raph and Elisa on his back. They all pounded him with their fists, until he fell onto his belly, then Raph got ready to stab him with his Sai, when Mikey and Cath showed up. Mikey wrapped one of his Nunchuck's around Raph's Sai, as Cath grabbed his arm.

"Hold it, cowboy!" Cath said sternly.

"Will you guys wait a minute." Mikey said, lowering Raph's Sai. "Sorry. Sometimes we get carried away too. How 'bout a truce."

The crocodile clamed down and shook his head and said. "You may let go of me. I accept the truce."

Mikey and Cath nodded, and then all six Turtles got off him.

"Alright, guys, but if this croc bites your heads off, I don't want to hear any complaining." Leo warned, as they did.

"I normally expect that from Mikey and not you, Cath." Elisa frowned, folding her arms.

"Allow me to introduce myself. I am Leatherhead." the crocodile explained.

"Leonardo."

"Raphael."

"Catharina."

"Elisabetta."

"Donatello."

"I'm Mikey."

"Come. It is so very draftee in these sewers." Leatherhead said, before he walked off. "Let us return to my temporary laboratory where we can speak in relative comfort."

The six Turtles all turned to each other, namely Mikey and Cath, before they both followed Leatherhead.

* * *

Later, all seven mutants walked into the Turtles old lair, giving the six Turtles happy memories of their childhood.

"Ah. There's no place like home." Raph sighed.

"My sentiments exactly." Leatherhead agreed.

"You were right. Nice like Don when clam, crazy like Raph when anger." Elisa whispered to Cath.

"Mm-mm." Cath mumbled, nodding.

"Whoa. You're building a Transmat!" Donnie said in amazement, spotting the device near the walls.

"You are familiar with the Transmat?" Leatherhead inquired, before he put his glasses on. "Then, you know of the Utrom."

"Actually, the Utroms and us go way back." Leo explained.

"More than you'd think." Cath added.

"Really? The Utroms are my _family_." Leatherhead explained.

"Uh, come again?" Elisa inquired, confused.

"It is a long story." Leatherhead began. "It begins when I was little more than a hatchling."

**(Flashback)**

A man dumped tiny Leatherhead down a toilet.

_"I assume I began life as mere exotic pet, which for some cruel human reason..."_

The man flushed the toilet, sending Leatherhead into the sewers.

_"..was cast into the sewer."_

Leatherhead came out of a pipe, then moved around slightly, before an Utrom in an Exo-Suit picked him up.

_"Fortunately, I was discovered, not by humans, but by the Utroms..."_

The Utrom smiled at Leatherhead, as he now stands in the T.C.R.I building.

_"..who deemed me worthy of further observation."_

A metal canister fell and smashed against the floor, spreading green ooze all over, which Leatherhead then walked into.

_"During the course of this observation, I was accidently exposed to a mutation, the Utroms had created."_

Leatherhead's size grew rapidly, until he became how he is now.

_"The mutation not only changed my physical form, but greatly increased my intellectual development."_

Leatherhead looked at himself, as three Utroms in Exo-Suits approached him.

_"And, when the Utroms realized what I had become sentient, they adopted me."_

Leatherhead and the three Utroms all work on the Transmat device, him and one on one panel, the other two on the other panel.

_"I was happy living with the Utroms. They taught me much. Life was good until..."_

The front door of the T.C.R.I building burst open, and then Gen. Hedd's men stormed the building.

_"..the humans discovered our base and tried to destroy us."_

A Guardain and two Utroms got onto the Transmat device, as more of each, plus Mortu, Splinter, the Turtles and Professor Honeycutt watch.

_"My family barely escaped..."_

The Transmat powered up, sending the Guardian and the Utroms on the platform, and then they dematerialized from it in a bright light, which shot up out of the building.

Gen. Hedd's men swarm all over the building, when one stopped and spotted a shadow amongst some smoke.

_"..and_ I_ was left behind."_

**(Flashback ends)**

All six Turtles felt sorry for Leatherhead, seeing how sad he was by his story.

"But once I _finish_ building this Transmat, I will be able to rejoin my family once again." Leatherhead explained. "Ah, my friend has returned."

All seven mutants turned to a doorway, as the Exo-Suit walked in, but the Turtles gasped when they saw Baxter Stockman's head in the belly area.

"Ladies and gentlemen, allow me to introduce to you, my good friend." Leatherhead said.

"Baxter Stockman!" the Turtles exclaimed together.

"Hey, Stockman, love the new look." Raph commented.

"What was wrong, the _spider _thing not cutting it with the ladies?" Mikey joked.

"Hardy, haw, haw." Stockman said, unamused.

He walked towards the mutants, and then touched Leatherhead's shoulder.

"Leatherhead, my friend. Do you recall the _traitors _I told you about?" Stockman asked. "It was these Turtles who _sabotaged_ the T.C.R.I building. It was these who destroyed the Transmat."

Leatherhead gasped, and then growled as he turned to the Turtles, who were shocked to believe he believed Stockman's lies.

"It was they who caused the Utroms to leave." Stockman lied.

"Them?" Leatherhead questioned, taking his glasses off.

"Yes. Yes, them." Stockman lied.

"Baxter Stockman telling lies." Mikey said sarcastically. "Imagine that."

Stockman grinned as Leatherhead growled.

"Them!" Leatherhead snarled.

"These gnomes are why I had you build our little you-know-what." Stockman explained, turning to Leatherhead.

He walked away towards a wall, then picked up a box before turning back to Leatherhead.

"And now, we can put_ it_ to work." Stockman explained.

He opened the box up, then threw out three small metal objects, a sphere, a pyramid, and a rectangle. The three objects then hovered above the ground, before the pyramid turned into a torso shape. The rectangle then turned into a pair of legs, then it combined to the torso, and then the sphere turned into a head shape.

"Donnie, what in the shell is that?" Leo asked.

"I'm not sure." Donnie admitted, as the head combined with the other pieces, forming a robot turtle called Turtlebot. "But it doesn't look good."

"I have a bad feeling about this." Cath gulped.

Turtlebot turned to the Turtles, then bowed like a ninja, before it shot beams out of its eyes, which went up Donnie, shocking the others. Turtlebot then stopped the beams, and then dared the Turtles to come at it.

"Allow me." Donnie said, bringing out his Bo.

He spun it around for a few seconds, before he jumped and dived at Turtlebot. He then tried to strike Turtlebot, who brought out a metal Bo and blocked Donnie's with it. Turtlebot then pushed Donnie back slightly, then it blocked three strikes from Donnie's Bo, before it sent one by Donnie's legs, but missed as Donnie jumped up, before they locked their Bos together. Turtlebot's Bo then vanished, before it grabbed Donnie's and then punched Donnie in the chest, before it spun around and kicked him in the belly, sending him flying into a wall.

Turtlebot turned to the others as they brought out their weapons, and then it fired its beam at Elisa, scanning her moves, as it then brought out a pair of Kamas.

"You're going down, you tincan!" Elisa snarled, as she jumped up.

She then dived down towards Turtlebot while spinning her Kamas around, then tried to slice it with them, but it blocked them with its own. Elisa gritted her teeth as they circled each other slightly, then she pulled her Kamas back and sent a slice at it with them both, but missed as it ducked. It then sent one at her with both of its, but she blocked them with her own, before it kicked her in the belly, knocking her into a pillar.

"Uh!" she moaned, her shell hitting the pillar.

Turtlebot then scanned Leo.

"Batter up!" Leo shouted, before he charged at it.

Turtlebot brought out a pair of swords, then Leo tried slashing it with his own, but missed as it blocked or ducked under them. It then sent one at him, but he moved around and blocked it, then he blocked a few more slashes, before they locked their swords together. Leo then pulled his swords back before he sending a slice with both at it, but missed as it jumped up, then grabbed both his shoulders, and threw Leo away.

"AHHH! Ugh!" Leo moaned, skidding along the floor on his chest.

Turtlebot then scanned Cath, and then brought out a pair of Tonfas. Cath frowned as she then charged at it, then sent a whack with her left Tonfa, but it blocked it with its _own_ left one, then she tried to whack it in the torso with her right, but it knocked her arm away with its right. She then tried to whack it with both her Tonfas at the same time, but it blocked them with its own, and then kicked her in the chest, sending her flying into a wall.

"Ah!" she moaned, hitting it.

Raph growled as he charged at Turtlebot, _not_ waiting for it to scan him, but then Turtlebot scanned him as he dived down. It brought out its own Sais and jumped towards Raph, then they both locked their Sais together as they fell towards the floor, Turtlebot being on the bottom. It then kicked Raph off him, before it got up and tossed its Sais at Raph, hitting his hands as he fell against a wall, trapping him.

"Huh? AGHH!" Raph growled.

Turtlebot then scanned Mikey as he spun his Nunchucks, before it brought out its own. They both dived at each other and send whacks at each other with their Nunchucks, before they dived past each other.

Donnie and Cath began pulling the Sais off around Raph's arms, as Leo and Elisa watched.

"That robot knows exactly what we're gonna do before we do it." Donnie realized, as he and Cath pulled out the Sais, freeing Raph.

"Talk about a copycat!" Elisa complained.

Mikey landed near them all slightly, before he charged back at Turtlebot.

"Somehow it programed itself with our fighting style." Donnie deduced.

"Must've been that beam that hit us." Cath deduced.

Mikey sent a whack at Turtlebot's head, but missed as it ducked, and then it blocked another whack with its forearm.

"Well, it's processers are working faster than our reflexes." Donnie realized, as Mikey ducked under a whack from Turtlebot, and then they locked their Nunchucks slightly, before Mikey backed away.

"So what do we do?" Leo questioned.

"Any ideas, Brainiacs?!" Elisa scowled.

"Something...unexpected." Donnie answered.

Raph then thought of something crazy, but seemed to figure it would work. "Can I borrow these for a second?" he asked, pulling out Leo's swords.

Mikey sent a whack at Turtlebot, who ducked and kicked him in the chest, knocking him away.

"WHOA!" Mikey yelped.

Turtlebot turned to Raph as he came at it, and then it brought its Sais back out. Raph then blocked its Sais with Leo's swords, then it ducked under a slice from him, before they locked their weapons together.

"Hyah!" Raph yelled, pushing Turtlebot forward, before slicing one of its right arm off.

The other Turtles seemed to get what Raph had in mind.

"Master Splinter always says we must train in _every_ weapon form." Leo recalled.

"Care to swap, sis?" Elisa smirked.

"Sure, Ellie." Cath said, before they switched weapons.

Donnie handed Leo his Bo, while he took Raph's Sais.

"It's time to put in a little practice." Leo said.

He then charged at Turtlebot, and then pole-vaulted towards it, kicking it in the side as Raph kept it at bay with Leo's swords.

Elisa then charged at it as it got back up slightly, then jumped and somersaulted towards it, before she pounced and whacked it in the chest with both of Cath's Tonfas, knocking it onto its shell.

Donnie spun Raph's Sais around, but then dropped one. "Oops." he said, as he wasn't good at Raph's style.

He then threw the other at Turtlebot as it got back up, hitting it in the shell, making electricity spark from it.

Cath then charged at it as it turned around, and then slashed its left arm off with Elisa's Kamas as she skidded along the floor.

Mikey picked up two metal pipes, then spun around as Turtlebot stared at him, before he whacked it three times with the pipes, knocking it down and knocking its head off.

Leatherhead and Stockman looked at the Turtles, as Turtlebot's head bounced towards them, as all but Mikey gave each other back their weapons.

"Playtime is over!" Raph snarled, punching his fist.

"You're _so_ right." Stockman smirked. "I am done _playing_."

He picked up a small piece of a loose wall, and then threw it at the six Turtles.

"WHOA!" they yelped, as it hit the floor in front of them, knocking them down.

"I'll be happy to finish you off personally." Stockman grinned, as he approached the six of them.

He knocked Leo and Donnie aside as he walked past them, then he punched Cath in the face as she sat up, knocking her onto her chest. Elisa growled as she got up, before he kicked her in the chest, knocking her to her knees as she clutched it. Raph got up and turned around, before he punched him in the face, knocking him down.

"I can't count how many_ times_ you meddlesome freaks robbed me of my revenge when I was working for the Shredder!" Stockman scowled, lifting Mikey's left arm up. "But this time, _nothing_ will stop me."

"The Shredder!" Leatherhead growled angrily.

Stockman gasped, realizing what he just said, before Leatherhead grabbed his other arm, making him drop Mikey.

"You worked_ for _the Shredder!" Leatherhead growled, before grabbing his neck. "He was the Utroms _most_ _hated_ enemy! You weren't intending to help me with the Transmat! You _used _me!"

He growled angrily and gritted his teeth, as drool came from his mouth. Stockman then broke free from him for a moment, before they grappled each other, before Stockman pushed Leatherhead away.

"Very well. You pathetic freaks can all perish together!" Stockman decided, staring at all seven mutants.

He turned and ran off, before he stopped and picked up a gas tank.

"Believe me, I am doing evolution a big favour!" he yelled, turning around.

He tossed the gas tank towards Leatherhead, but missed and hit a wall, before it exploded, causing the ceiling to start caving in.

"Leatherhead, look out!" Cath cried.

Leatherhead gasped and began holding the parts of the ceiling near the Transmat up.

"Guys, we gotta get outta here now!" Donnie gasped, as the Turtles ran off.

Mikey and Cath then both stopped and turned to Leatherhead.

"Leatherhead, come with us?!" Mikey pleaded. "Forget about this place!"

"No." Leatherhead said, shaking his head. "If I do not have the Transmat, if I _cannot be_ with the Utroms, then life is meaningless."

"Leatherhead, please!" Cath begged, tears in her eyes. "There's more to life than _that_!"

_"Mikey! Cathy!"_ Leo called.

_"Come on!"_ Donnie called.

"Leave me...my friends." Leatherhead asked calmly.

_"Michelangelo! Catharina!"_ Leo yelled.

_"Move it!"_ Raph yelled.

_"Come on!"_ Elisa shouted.

Cath and Mikey both reluctantly turned around and ran away from Leatherhead, Cath's tears being bigger than ever. All six Turtles ran out of their old lair just as it caved in, seemingly taking Leatherhead with it. They all turned to the doorway as it caved in as well, and then they all looked at it sadly, moaning Leatherhead.

"Poor Leatherhead." Mikey said.

"Can you imagine being_ that_ alone?" Leo asked.

"You know, things may get rough at times, but at least with have each other." Donnie said.

"Yeah." Cath cried quietly, wiping her tears.

"Come on, sis." Elisa said, touching her shoulder.

Mikey wrapped his arms around Leo and Donnie. "Yeah, but do we have to have Raph?" he asked, as they all began walking away.

"Huh?" Raph said, before he chased after them. "Come here, knucklehead?"

He then whacked Mikey in the back of the head.

"Ow!" Mikey yelped. "Hey, watch it."

Cath giggled slightly, the sight of Mikey getting whacked like that cheering her up.


	13. Return to the Underground

Deep in the Underground City, which was no longer lit up by the Crystal Moon, the Turtles were all in a chamber.

_Cath: A while back, Donnie and I made a promise to some friends._

As Donnie and Cath worked on something, the others all tried to keep Quarry contained, who was in a net.

_And believe it or not, that thing in the net is one of those friends._

Quarry picked up Raph and then threw him away, and then she ripped open the net.

_It's kinda a long story._

Donnie picked up a gun, while Cath picked up a vial, as they both turn to Quarry.

Mikey fireed another net at Quarry, which wrapped around her.

_You see, our friends were..._

Mikey, Raph, Elisa and Leo all grabbed the net to keep Quarry still.

_..mutated into monsters by the Shredder's evil scientists, forcing them to live..._

Quarry shot acid from her mouth, melting the net, making the four Turtles back away.

_..in this Underground City. It made them prisoners of..._

Some of the acid hit a wall and melted a hole through it.

_..of this city that was powered by a Crystal Moon._

Cath held up the glowing vial, and then put it into Donnie's gun.

_And Don and I now believe, that it's _those_ crystals that are the key to curing them once and for all._

Both Turtles turned around, as their four siblings stared at Quarry, who had another net around her.

_Problem is, I'm not sure our friends want to be cured right now._

Quarry melted the net, making Leo, Raph, Elisa and Mikey back flip away from her, as Donnie aimed the gun at her, and then she hissed angrily.

* * *

In the lair, Leo was doing some sword practice, Elisa was doing some katas near the river, as Raph and Mikey were playing with a Frisbee. Leo jumped forward, then did a few slashes, as Elisa held her right leg up and both her arms out.

"Coming at ya!" Mikey called.

He threw the Frisbee at Raph, but missed as he threw it too high.

"Whoops!" Raph said, as he jumped to catch it but missed.

The Frisbee flew towards Donnie's lab, where Donnie and Cath were working.

"Yo, guys, heads up!" Mikey called.

The Frisbee then knocked over some of the papers in the lab, spooking the two smart Turtles.

"Ah!" Cath moaned, facepalming herself.

"Hey, you guys, can't you just leave us alone!" Donnie demanded, picking up the Frisbee.

"Yeah, we're sick of these interruptions!" Cath frowned. "We can't work like this!"

Donnie tossed the Frisbee back, which Leo then stopped with his foot.

"Whoa, ese up, guys." Leo said, picking up the Frisbee while putting his swords away. "You two okay?"

The four of them walked towards their smart siblings.

"I know you two ain't slept in days." Raph said.

"Are you two starting to crack up or something?" Elisa asked curiously.

"Maybe you're...I don't know, working too much." Mikey said.

Donnie and Cath walked away from them and towards Donnie's computer. Donnie then began working on it, as Cath picked up one of the crystals from the elevator.

"We're trying to find a cure for our friends, trapped in the Underground City." Cath explained.

"Huh?" Mikey shuddered, remembering the place. "That creepy place?"

**(Flashback)**

Mikey walked through the city, the others having been captured by the sole survivor of the city.

_"Well, how do you feel they feel? They'll like prisoners down there." _Donnie reminded him.

The Turtles stare at their eight friends, all back in human form, but couldn't leave the city.

The sole survivor stood in front of the doorway leading to the city, and then spread his arms out.

_"Man, uh..."_ Mikey shuddered. _"Remember that spooky sole-survivor guy?_

The man brought out a crystal, which glowed brightly, opening up the door.

_"I wish I could forget." _Cath shuddered.

The Turtles stared at the man inside his chamber in the city.

_"Yeah. Remember what he said?" Donnie asked._

The Turtles all sit down and turn to the man - expect Cath and Mikey who just stood.

"As we speak, the power of the caverns Crystal Moon is infusing your friends with its regenerative energy." the man explained, pointing upwards to Crystal Moon above the city.

_"I remember we had to put that whackbag on ice."_ Raph recalled.

Mikey spun a bola around, then threw it at the man, wrapping around his chest.

The man reappeared on a platform, which then covered him in icey walls.

"NO! NO!" he cried.

_"And I remember us telling our friends the bad news." _Elisa remembered.

Donnie points at the Crystal Moon, showing it to their human friends.

_"And when our friends strayed too far from the City's Crystal Moon..."_ Donnie said.

The humans gasp as Stonebiter had entered the darkness, turning his top half back into his monster form.

_"..they turned right back into monsters."_

The Turtles push past Quarry and the others, and stare at him.

**(Flashback ends)**

"We made them a promise, remember?" Donnie asked. "A promise to find a cure."

"A promise we're gonna keep even if it takes _years_." Cath swore, as they both examined the crystal.

"And we know the cure has to be something to do with these crystals." Donnie said. "We just don't know what."

They both walked towards Donnie's lab and past the others.

"Hey..." Raph said.

"Let 'em go, Raph." Leo said, as he and Elisa touched Raph's shoulders. "Don's got that 'No matter what it takes' look."

"And I don't think Cath's gonna talk him out of it either, bro." Elisa added.

"Yeah. We better just leave them alone." Leo suggested.

The three older Turtles walked off, as Mikey stared blankly at the two smart ones.

* * *

Over the course of the next three weeks, Donnie and Cath began working hard on examining the crystals. One day, as they both chipped at a crystal each, Splinter taught their four siblings some kata moves.

Another day, Donnie poured some acid onto a crystal, as Mikey watched a western while eating popcorn, but only stream came up from the crystal.

Another day, while Elisa was mediating, Cath banged a crystal with a hammer, trying to break it open, but she couldn't even dent it.

Another day, as Leo, Raph, Elisa and Mikey ran along a rooftop, both Cath and Donnie tried drilling a crystal open, but they didn't have much success.

Another day, Cath tried shocking one open with some jumper cables, as Donnie tried to cut another open with a blowtorch, as Raph sent punches at his punching bag. Donnie then stopped and saw the crystal wasn't even scratched, making him moan as he took off his safety goggles.

"No luck either, huh?" Cath sighed, throwing her crystal down beside his.

"No." Donnie said, seeing her's wasn't even dented. "I still don't have a clue what these things are made of!"

"Neither do I." Cath groaned, as she sat down beside him. "Much less how they work."

They both yawned and then fell asleep on the table., as the crystals glowed and made the familiar echoing noise.

**(Dream sequence)**

They both began to dream about the Underground City, when they heard Quarry's voice.

_"Donatello! Catharina!"_

They both blinked their eyes, as they saw Quarry walking through the city, her voice echoing. She turned around to the pair of them, then they blinked and she turned back into her monster form.

_"Hear the crystal!" _Quarry said.

Both Turtles looked up at the Crystal Moon, which shook and turned itself into liquid.

_"Hear the crystal." _Quarry repeated, in her monster voice.

The liquid fell down from the black tower, and then poured right over Quarry. She then came out from it, fully back to normal.

_"Donatello. Catharina. Hear the crystal." _she said, her voice back to normal. _"Donatella. Catharina."_

**(Dream ends)**

Donnie and Cath both woke up and looked at the crystals.

"The crystals." they said together. "Hear the crystal."

They both picked one up and turned to each other.

"Did we just like have the same dream?" Donnie asked.

"I know it's crazy, but I think we did, Don." Cath replied. "I can't really explain it."

"Me neither." Donnie shrugged. "I wonder what the others will say."

Cath shrugged, not sure herself.

"Well, at least we might've solved the clue to the crystals." Donnie said, changing the subject.

"We better wake the others." Cath said.

Donnie nodded. "Hey, guys!" he called, as they ran off.

* * *

About an hour later, once everyone was awake, Mikey yawned as he entered Donnie's lab.

"This better be good, you two?" he hoped. "A Turtle needs his beauty sleep, you know."

"Yeah. I was having a nice dream, you know!" Elisa frowned, folding her arms as Leo rubbed his eyes.

"Well, you're gonna love what we've found out." Cath assured, turning to them.

"We've been doing some tests." Donnie explained, as he turned on a soundwave machine.

The machine sent sonic waves at the crystals.

"The crystals react to sound, high-frequency distribution to be precise." Donnie explained.

"Translation please?" Raph asked, as Donnie turned up the machine.

"They react to loud noises, like when glass breaks." Cath translated.

"That'll cause the crystals to break down, into their purest simplest form." Donnie explained.

The others all looked confused, except for Cath, when a forcefield came around the two crystals, like the ones they'd seen in the Foot Genetics Lab. The crystals then melted into liquid.

"They liquify." Donnie explained, turning off the machine.

"And in this liquid form, we can turn it into a serum." Cath explained, picking up the tray, and then poured the liquid into a vial. "A cure. Meaning our friends will be able to leave the Underground City forever."

"Don, Cath, I gotta say..." Leo said.

"Way to go, eggheads." Raph finished.

"Impressive." Elisa remarked.

"Um...we're not so sure we deserve the credit." Donnie admitted. "We kinda got the idea in a dream."

"A dream?" Mikey inquired.

"That you both shared?" Elisa inquired.

"Sort of." Cath shrugged.

"Guys, you've been working too hard." Raph said.

"No, guys, don't you get it?" Mikey asked, turning to his three eldest siblings. "Don and Cath had a crystal like dream like the one I had last time we went underground."

"We gotta get back down there right away." Leo said, picking up the vial.

"We've been working on that too." Donnie said, picking up some blueprints from a drawer. "It's a lot shorter, if we go straight down."

The others gathered around him as he opened up the blueprints, showing a large drill machine.

A few minutes later, they all entered the garage, and then Donnie and Cath stood by the drill machine.

"Ladies and Gentlemen, may we present the Turtle Tunneler." Cath declared, as she and Donnie turned around.

A few minutes later, all six Turtles strapped themselves inside the Tunneler, then Donnie powered up the controls, as the others sat down.

"Tunneller engaged." Donnie said.

Bright lights came out from the Tunneller, and then Donnie drove it out of the garage and down a tunnel into the sewers.

* * *

A while later, the Tunneler came towards the familiar hole made up by Quarry's acid, and the familiar footprints.

"From here on in, the ride gets a whole lot bumpier. Donnie warned.

"Right." Cath understood. "Better hang on, guys."

Donnie pushed a knob forward, then the front of the Tunneler spun around, powering up a high-tech drill, which began to drill a hole through the wall. The Tunneler then drilled its way down towards the tunnel, and soon came into the familiar old abandoned subway tunnel, where they first encountered Stonebiter.

Donnie then moved the Tunneler down the tunnel and towards another wall, drilling it open.

* * *

After about an hour or so of drilling, they came back to the familiar caves leading to the Underground City, where Quarry and their friends were. Donnie moved the Tunneler down a slope and then along a rocky path.

"Are we there yet?" Mikey complained.

Elisa and Raph both slapped him.

"OW!" he yelped.

"Zip it, goofball!" Raph snarled.

"Ask us one more time, and I'm gonna pound you!" Elisa warned.

* * *

The Tunneler soon came towards the familiar hexagon shaped doors, telling the turtles they were close. Donnie rode it through the doors as quickly as it would go, until the Turtles knew they were close.

"Next stop; Underground City." Donnie quoted.

"Already?!" Mikey complained, looking at a small laptop he was holding. "I've barely had time to watch the in-flight movie."

"Wait a minute, isn't there _suppose_ to be a _light_ at the end of this tunnel?" Leo asked, finding something different about the place.

"Now that you mention it, yes." Cath said. "Something's not right."

Once Donnie got the Tunneler through the tunnel, the Turtles all looked at the Underground City, but saw that the Crystal Moon above the tower was gone.

"The Crystal Moon, it's gone!" Donnie exclaimed, as the others gasped.

"Okay. I know there was a big Crystal Moon thing up on the ceiling the last time we were here." Raph recalled.

"It can't just be gone!" Leo exclaimed.

"This isn't good." Cath gulped. "That was the _only_ thing keeping our friends from turning back into monsters!"

"Cath's right. This makes it a lot worse." Donnie said.

He moved the Tunneler along a pathway towards the city, but then he stopped it when Insector showed front of it.

"You were saying?" Mikey gulped.

Insector then pounced onto the Tunneler, and began to claw at its sides, shocking the Turtles.

"Donnie, get us outta here!" Cath cried.

Donnie pulled a knob back, and then the Tunneler moved forward as Instector kept a hold of it. She kept banging onto the roof, when the Tunneler stopped Spidernok in front of it. Spidernok then growled and fired web acid from her mouth, which stuck to the front of the Tunneler, including the window.

"Ugh!" the boys said disgustingly.

"Eww!" Elisa said, gagging.

"Uh!" Cath muttered disgusted.

Donnie pulled a knob back, making the front of the Tunneler spin around, wiping the webbing off of its front, spraying some back onto Spidernok as she moaned. She then slammed the side of the Tuuneler with one of her legs, making it tip slightly to its left.

"Hang on!" Donnie said.

He pulled a knob forward, speeding the Tunneler up as Instector and Spidernok kept hold of its roof. The Tunneler began to drill a hole in the wall, knocking both monsters off its roof, and then raced through a tunnel.

As Donnie steered the Tunneler to its left, Scalebreath came down from the ceiling and landed on its front.

"Scalebreath!" Elisa exclaimed.

Scalebreath began pounding on the front of the Tunneler with her fists, just as Donnie rammed it into another wall, creating another tunnel and knocking her off the roof.

The Tunneler came out into another tunnel, when Cyclopsis and King Nail came up on either side of it, and then lifted it up. They then both moved along while carrying it, making all six Turtles gasp. Both monsters then held the Tunneler up near a crevice with lava beneath it, and then they both threw the it down the crevice and towards the lava.

"AHHH!" the Turtles all screamed.

The Tunneler then hit the lava and sank beneath it, making Cyclopsis laugh happily. The Tunneler however, then came back up from the lava and rolled onto a land base surface nearby.

Inside, all the Turtles - expect Donnie - were speechless.

"What - you think I wouldn't have designed this to withstand lava?" he asked. "What kind of idiot do you think I am?"

"Um...well, a few of your inventions haven't worked before, bro." Cath said honestly.

"Very funny." Donnie said, unamused.

"Are they're different kinds?" Mike inquired, before Elisa slapped him across the face. "OW!"

"Shut up, Mikey!" Elisa scowled.

Donnie then drove the Tunneler down another tunnel, and then it made it into the Underground City.

"Um, why are we travelling into the city and not to, say Singapore?" Mikey asked.

"Because we made a promise to help our friends, Mikey." Donnie explained.

"And we're gonna keep that promise." Cath finished.

Donnie drove the Tunneler through the city, as one of the monster's shadows appeared above a walkway, running along it.

"They're out there." Raph said.

"Yeah. They're stalking us." Leo realized.

"I have a feeling none of them are gonna remember us." Elisa gulped.

Donnie drove the Tunneler down a bridge, as two more monster's shadow appeared behind them. One then jumped down and ran after the Tunneler, as the other crawled down the wall.

"Why don't they attack already?" Raph wondered.

"Raph's got a point." Cath admitted. "This is weird."

"'Cause they don't want the Tunneler. Just the chewy green snacks inside." Mikey squeeked.

Donnie then stopped the Tunneler in front of the black tower beneath where the Crystal Moon used to be.

"Guys, don't worry. I've packed us a little something for emergencies." Donnie assured, pressing his seat, before getting up, with the seat around his shell like a backpack.

His five siblings all did the same, with their seats now hanging behind their shells, Mikey shivering as he did.

"Our seat-packs detach to become tech-pack units." Donnie explained. "Hi-tech weapon and survival gear."

The door ramp of the Tunneler lowered itself, then the Turtles all climbed out of the Tunneler and down the ramp.

"And from the look of this place, we're gonna need them." Donnie said, his voice echoing.

Mikey stood on top of the ramp and stared at the tower, bringing back horrible memories for him, as a light came on from his tech-pack.

"Excuse me, why are we getting out of the nice _safe_ heavily armoured vehicle?" he asked.

"Cause Cath and I need to find more crystals." Donnie explained, as the others turned their tech-pack lights on.

"Don't worry, Mikey. It's gonna be a piece of cake." Raph said.

"Yeah. We'll be in and out in no time." Elisa teased.

Mikey approached the others nervously, then gasped as he heard a growl in the distance.

"Uh...yeah." he said, as they all ran towards the tower. "Except _we're _the cake, and there is _no _time!"

* * *

Later, the six Turtles all entered a familiar room, as it was the same place they'd first turned their friends back to normal. Raph then approached their old friend, the sole-survivor of the Underground City, still frozen solid.

"You still here?" Raph said. "Yo, buddy, that bus ain't coming."

Donnie and Cath then approached Raph, and then stared down at the crystal beneath the man's platform.

"The Entity's amulet seems to be the only crystal we've seen." Donnie said, taking the crystal from the platform.

"Well, it's a start, Don." Cath said fairly. "But we do need more."

A noise then made all six Turtles turn to a wall, as a hidden doorway opened up.

"I don't remember seeing that last time we were down here." Elisa recalled.

"Neither do I." Leo said.

All six Turtles moved towards the door to investigate, but then found a room full of people frozen, shaped just like the Entity.

"What is this place?" Leo questioned.

"You got me." Cath shrugged, as they all stared at one of the people each.

"Just what we need - more creepy bald guys." Mikey said sarcastically.

"Why do I get the feeling Mr. Sole-Survivor _didn't_ exactly tell us the _whole_ about his extinct race?" Donnie said.

"Well, if he hasn't, I want some answers!" Elisa growled, approaching him. "'Cause I am really confused here!"

A familiar growling noise got their attention.

"Heads up, guys." Raph said, as they turned to the door. "We got company."

Donnie held up the crystal, making it do the echo sound, causing the door to shut itself. The monster on the other side then began bashing against it, and then the Turtles brought out their weapons. Acid then came from the other side of the door, melting it open, and then Quarry pounced into the room and growled, before landing on all fours.

"Ah, Quarry." Mikey sighed in relief, as the others - expect Elisa - lowered their weapons. "Am I glad to see you."

Quarry sniffed Mikey, and then raised his head.

"Mikey, look out!" Raph yelled.

Quarry shot acid out of her mouth, which would've hit Mikey if Elisa didn't push him away.

"Too bad the feeling ain't mutual." Raph said.

Quarry then approached all six Turtles as Mikey, Raph and Elisa backed away towards the others.

"What's up with her?" Raph wondered, as they held up their weapons. "Is like she don't remember us at all."

"I don't think she _does_ remembers us!" Elisa gulped.

"I agree with Elisa on this one." Leo said.

Quarry then pounced towards them all.

"Raph, your tech-pack!" Donnie called.

Raph powered up his tech-pack, which then fired lasers at Quarry, stunning her and sending her flying away.

"AHH!" she groaned, landing on her chest.

"Don't worry, she's just stunned." Donnie assured, as Quarry pulled herself up.

"Not for long!" Mikey corrected.

Quarry then pounced towards the Turtles, as Donnie and Cath took off their tech-packs.

"Keep her busy!" Cath instructed. "We're gonna try the antidote serum on her."

They both began going through their tech-packs, as the others put their weapons away.

"Guys, tech-packs only." Leo instructed.

Quarry hissed as she came towards them all.

"AGHH!" Mikey screamed, before firing a net from his tech-pack.

The net hit Quarry, keeping her still, but then she melted it with her acid.

"Anymore bright ideas?" Elisa asked sarcastically.

Mikey fired net after net at Quarry, trapping her, before he ran out.

"Nets, I'm all outta nuts!" Mikey cried. "I mean; Nuts, I'm all outta nets!"

"Relax, goofball!" Raph snarled, firing his stun lasers.

The lasers then hit Quarry and made her fall over, and then Raph and Elisa pounced on her to keep her still.

"Yo, guys, any day now with that cure thingy!" Raph called.

"Come on!" Donnie said, taking out a gun.

"Come on!" Cath said, searching for the vial of liquid.

Quarry then got up and threw Raph and Elisa across the room, making them both land near one of the frozen people.

"Uh!" they moaned.

Quarry then melted the nets around her.

"Aha." Cath said, finding the vial.

Quarry hissed as she approached Mikey.

"Quarry, wait!" Mikey pleaded, getting her to stop. "It's me, Mikey. Don't you know me?"

Quarry just stared at him.

"We're your friends." Mikey said. "Try to remember?"

Quarry breathed, but then growled and came towards Mikey.

"AGGHHH!" Mikey screamed, as she picked him up.

"Quarry, no!" Cath cried, running towards her with the gun - the vial now in it.

She dug the gun into Quarry's arm, injecting her with the serum, and then Cath backed away.

"Ahh!" Mikey yelped.

Quarry then dropped him as she moaned, and then she turned around and collapsed onto her chest. Smoke came up from the ground as the Turtles gathered together, and when it cleared, Quarry moaned, back in her human form, but also naked, but it told the Turtles the cure worked.

"You came back." she said, staring at them all. "I knew you would."

A few minutes later, after getting dressed in some clothes she'd found, Quarry returned to the room, where all six Turtles had their backs to her.

"I can't thank you enough." she said happily.

The Turtles all turned to her as she approached him.

"You came back with a cure. It's unbelievable." Quarry said.

"Our little Cath and Don's full of all kinds of ideas." Raph told her.

"Quarry, what happened to the-?" Donnie began.

"My real name is Sydney." Quarry cut in.

"Oh, sorry. Sydney, what happened to the Crystal Moon?" Donnie asked.

"The Crystal Moon." Sydney said sadly, turning away slightly. "It's all our fault."

"What do you mean?" Cath inquired, confused.

"We were getting stir crazy trapped down here, so we tried to find a cure _ourselves_." Sydney explained, as she walked past them all. "We used up a lot of crystals, but...it was hopeless. We thought perhaps a larger piece of crystal might work..."

**(Flashback)**

Sydney and the other people all flew up towards the Crystal Moon on hover scooters, all holding something in their hands.

_"..so we turned to the Crystal Moon."_

Sydney flew her scooter closer to the Crystal Moon.

_"With the help of some explosive geodes..."_

The others all flew towards her.

_"..in a chamber in the Underground City, we had hoped to..."_

All eight people threw their geode at the Crystal Moon.

_"..break off a sizable piece of the moon."_

All eight of them flew their scooters back down towards the ground.

_"But the geodes were _more_ powerful than we realized."_

The Crystal Moon fell from its craven, then fell onto the lava, and then sank beneath it.

_"The entire Crystal Moon fell from the craven ceiling and sank beneath the molten lava. Without the moon's regenerative power, we reverted back into monsters."_

Razorfist moaned and turned back into his monster form, and then growled.

_"Savage..."_

Stonebiter, Scalebreath, King Nail and Spidernok turned back into monsters.

_"..mindless..."_

Cyclopsis and Instector both turned back into their monster forms.

Sydney moaned and screamed before she turned back into Quarry.

_"..fighting among ourselves. Lashing out at anything that moved."_

Razorfist and King Nail hit each other with their claws, as the others growled and gathered around them.

**(Flashback ends)**

The Turtles all stared at Sydney as she turned to them.

"But now that you've cured me, you can cure _all_ of us." she said, turning to them all. "We can all go home."

"Um... One problem there, Sydney." Cath said. "We _only_ had enough crystals for one vial of serum."

"Yeah. We never expected to find a shortage of crystals down here." Donnie reasoned.

Sydney picked up a crystal from the ground. "With the Crystal Moon gone, all the crystals are dead." she explained.

"We'd have to raise the Crystal Moon from the lava to bring back the energy source." Donnie realized.

"What are you talking about?" Mikey asked. "That thing has to have melted away to nothing in that lava."

"Not necessary." Donnie argued, taking the crystal from Sydney. "The crystals are almost indestructible. They don't liquefy from heat. They liquefy from sonic vibrations."

"So there's a chance the Crystal Moon is still down there." Cath finished.

"Well, if it's _down_ there, let's get it back_ up_ so it can do some good." Leo decided.

"Yeah, guys, you're on a role today." Raph remarked, pointing at his brainy siblings.

"Yeah, you two got anymore bright ideas?" Elisa inquired. "'Cause we're gonna need one."

Donnie and Cath both turned to each other, thinking hard.

* * *

A while later, the three older Turtles and Mikey were all in a cable care similar to the one they and Sydney rode in when they first found the city.

"Well, we could try to use the Crystal cable from the..." Donnie began.

Leo shot a grappling hook from his tech-pack, which wrapped around a small tower.

"..old underground tram. Secure one..."

Leo shot another grappling hook from his tech-pack, this one attaching itself to a cliff face.

"..end to the tram tower, and the other end around..."

Leo hoisted himself up while holding a cable, and then grappled along towards the rocks.

"..a sturdy rock ledge. Thus rigging a giant sized variation of the old block and tackle."

Once on the ledge, Leo began lowering the cable down towards the Tunneler, where Donnie, Cath and Sydney were waiting.

"The ledge should provide us with a good angle for optimum leverage. Then, Cath and I'll take the Turtle Tunneler down into the lava, to hook the cable to the Crystal Moon."

Later, all seven of them picked up some geodes, and then Mikey walked off.

"We can use the explosive geodes to dislodge the tram tower from its foundation and topple it over."

All seven of them stared at a map design Donnie had made.

"We'll be cutting it close, but it just might work." he explained.

"Just one question: Who came up with this plan?" Mikey asked. "Whackos are us?"

"Ugh!" Elisa moaned, folding her arms.

"It is a little unorthodox, but it'll work." Donnie assured hopefully. "I hope."

"Well, it's worth a try I guess." Cath reasoned.

* * *

Later, she, Sydney and Donnie all got into the Tunneler and strapped themselves in.

"Sydney, you don't have to do this." Donnie said.

"Yes, I do." Sydney argued. "I'm the only_ one_ who knows where the Crystal Moon went down."

"So you can guide us towards it." Cath realized.

"Yes." Sydney said.

"Engaging inferred scanner." Donnie said, pressing some buttons. "Let's do this quickly. I don't know how long the heat shields will hold."

He drove the Tunneler down into the lava, dragging the cable down with it.

* * *

Meanwhile, in the city, the other Turtles were all standing by the tram tower, all but Leo planting the geodes around it. Raph then turned to Leo and held his thumb up, telling him all was set.

"Explosives are in place." Leo reported into a headset radio.

"Now all we gotta do is sit back and wait for Donnie's signal." Raph said.

A famlier growl got their attention, making them all look up.

"You were saying!" Elisa scowled.

Leo put on his tech-packs flashlights, and saw all seven of their other _friends_ standing above them.

"Or we could keep busy by fighting for our lives!" Mikey squeaked.

Spidernok jumped down towards the Turtles, followed by Insector, and then the others. All seven monsters began marching towards the four Turtles as they backed away.

"Donnie, we got company up here." Leo said.

**(The Tunneler)**

Donnie kept driving the Tunneler down beneath the lava.

"Stall them, but try not to hurt them." he said.

**(The city)**

Raph fired stun blasts from his tech-pack, which hit Cyclopsis.

"Hurt them?" Mikey retorted.

He then dived to his right as King Nail nearly hit him with his claw.

Elisa ran towards a wall and then jumped towards it, landing on the top. She then turned around as Scalebreath stared up at her, growling at her.

"Easy, girl! I don't want to fight!" Elisa pleaded.

She then fired a small grenade from her tech-pack, which landed near the monster. When it blew up however, it created a large smokescreen, making Scalebreath bang into a wall.

Leo fired a grappling hook from his tech-pack towards the top of a wall, and then he hoisted himself up with it, just as Insector and Razorfist came at him from both sides, making them bang into each other.

"Come on, you big uglies!" Mikey dared, running up a wall.

King Nail and Stonebiter growled as they both watched him jump from wall to wall.

"Follow the leader!" Mikey called.

He then jumped onto a high one and ran along it, as Stonebiter and King Nail began to climb after him.

**(The lava)**

Donnie kept riding the Tunneler further and further down, when Cath and Sydney spotted something on the scanner.

"There. The Crystal Moon." Sydney said.

"You sure, Sydney?" Cath asked hopefully.

"I'm positive." Sydney assured.

"Good. Keep an eye on the heat shields. They're starting to go." Donnie explained.

"Right." Cath understood.

**(The city)**

Leo kept getting hoisted up on his grappling hook, as Razorfist began climbing after him.

Raph kept firing stun blasts at Cyclopsis, knocking him down, and then he fired some at Spidernok. He kept firing at the pair of them, when Spidernok fired some of her webbing from her mouth, making Raph jump up to miss it. He then landed near the gunk as she kept firing at it, and then he fired more lasers at her, hitting and stunning her, making her fall into the lava. Spidernok however then managed to pull herself up from the lava, as Raph fired stun blasts at Cyclopsis, knocking him back.

Elisa did three back flips away from Scalebreath as she tried to whack her with her tail, and then the monster growled. Elisa then fired another smoke grenade at Scalebreath, creating a smokescreen all around her.

"I'm sorry, girl." Elisa said, before she ran off.

Mikey flipped towards a wall, but then found himself trapped between Stonebiter, King Nail and a wall. Mikey gulped nervously, when Leo suddenly came down near him on a grappling hook.

"Thought you could use a lift, Mikey." Leo said, wrapping his arm around his brother's.

He then lifted himself and Mikey up just before Stonebiter could punch them both, making him hit the ground.

**(The lava)**

Donnie kept riding the Tunneler towards the Crystal Moon, and then came towards it, as he, Cath and Sydney all began to sweat from the heat.

"Heat shields are down 50%." Sydney reported, looking at the shield controls with Cath. "Structural breach in two minutes."

"Don, we have to hurry!" Cath said.

"Almost there." Donnie assured, pushing a lever.

**(The city)**

Raph kept firing stun blasts at Cyclopsis as he backed away while the monster approached him. Cyclopsis then picked up Raph, and then squashed his tech-pack, destroying it, as Raph fell onto his chest.

Mikey then jumped onto Cyclopsis' back as Raph moved back towards a tunnel, but then Cyclopsis banged Mikey into a wall behind them.

"OH!" Mikey moaned.

He then fell onto the floor and moaned.

Elisa then ran over towards them as Cyclopsis turned around, and then she skidded between his legs as he tried to grab her, making Scalebreath bump into him.

"Donnie, hurry!" Leo called, running away from Insector and Razorfist - the latter nearly hitting him with his claw. "I don't know how much longer we can keep this up!"

He jumped off the roof and fired grappling hooks from either side of his tech-pack, and then he swung on one down towards his siblings.

"Coming through!" he yelled, kicking Cyclopsis away, making him fall onto Scalebreath.

Leo then turned around to his siblings.

"Guys, look out!" he called.

The other three turned around and saw Spidernok climbing down a wall behind them.

"AHH!" Mikey yelped.

"Come on!" Elisa said, as the three of them ran away.

Spidernok then fired her webbing from her mouth, which hit all three Turtles, trapping and making them fall over.

"Ugh!" Leo moaned, as some webbing hit him.

Spidernok growled softly at her victims, as the four Turtles struggled to get free.

**(The lava)**

Donnie moved the Tunneler around and around the Crystal Moon, wrapping the cable around it.

"Crystal Moon is nearly secure." he said.

"Heat shields are almost gone." Sydney reported, wiping some sweat off her forehead. "We've got 30 seconds before we're cooked."

"I just have to lock up the cable." Donnie said.

"Well, hurry it up!" Cath urged. "It's boiling in here!"

Donnie moved the Tunneler towards the cable and then past it, but the cable didn't lock.

"AH!" he moaned.

**(The city)**

The other Turtles all moaned as they tried to break free from Spidernok's webbing.

"Him and his big ideas!" Mikey complained.

The monsters all gathered around them, as Mikey began to imitate Donnie.

"Come on, guys. Let's all go to the Underground City. We'll have some laughs." he said, before he added in his own voice. "We'll get eaten!"

"Hey! Cath's with him!" Elisa argued. "I'm sure they know what they're doing?!"

**(The lave)**

The Tunneler began to crack as stream came into it, as Donnie, Cath and Sydney panted, sweat pouring from their foreheads.

"Heat shields are down to 10%! We're not gonna make it!" Sydney panted.

"Hang on, Sydney." Cath said. "It's not over yet."

Donnie manoeuvred the Tunneler around the cable.

"Steady... Steady..." he said.

He then moved the Tunneler past the cable, locking it off, before he moved the Tunneler away.

"Yes!" he whooped. "Guys, go now!"

**(The city)**

The four Turtles kept struggling against the webbing, as the monsters got close to them.

"We're kinda tied up right now." Mikey explained.

"If I can just reach my..." Leo began, before he sliced his web open with his swords. "Got it!"

He then sliced open Raph and Mikey's webs, freeing them, and then did the same for Elisa's. Raph brought out his Sais, as Mikey fired a grappling hook from his tech-pack towards the tram tower. He then hoisted himself up past Razorfist and Cyclopsis, and then brought out a sonic sound displacer from his tech pack, which then fired sonic waves the geodes, detonating them.

The explosions caused the tram tower to collapse, an then the cable around it pulled the Crystal Moon up from the lava.

The Crystal Moon's bright light then shined over all seven monsters, as well as Leo, Raph and Elisa, making the Turtles shield their eyes. The light also made the monsters back away, before turning them all back into their human form. Despite being naked like Sydney had been, they all seemed happy to be back to normal.

Leo, Raph, Elisa and Mikey all put their hands together happily.

"Yeah!/Yes!" they said.

"Guys, you did it." Leo commented.

He only got static from his headset, making all four of them gasp.

"Don, Cath, Sydney, can you hear me?" Leo asked desperately.

"Oh, no." Elisa gasped.

She and her brothers all ran towards the lava, but didn't see the Tunneler anywhere.

"Uh...they didn't...they didn't make it." Mikey said sadly.

"Guys." Elisa cried softly, fighting back tears.

Bubbles then came up from the lava, making all four Turtles back away, before the Tunneler came out of it and moved onto the ground surface.

"Yeah!" the four cheered. "Guys!"

"Right on." Raph said.

"Wahoo!" Elisa whooped.

The Tunneler's hatch opened up, and then Donnie came climbing down, followed by Cath and Sydney.

Yeah, alright." Mikey whooped.

"Are you alright?" Leo asked.

"Are we glad to see you." Raph said.

"Glad you made it." Elisa said.

* * *

Once all seven of the humans had been clothed, Cath began injecting them all - one by one - with the cure. She loaded a vial into the gun, and then injected the cure into Razorfist's arm, whose real name was Ryan. She then did Stonebiter, whose real name was Simon, and then did Scalebreath, whose real name was Sora.

Syndey came over with more vials, and then Cath was able to cure the others. Cyclopsis, whose real name was Charlie went next, followed by Spidernok, whose real name was Sarah, then King Nail, whose really name was Nathen, and then Inscetor, whose real name was Isabelle.

Later, the Turtles lead all eight people out of the sewers and back onto the surface, just as the sun began to come up. Mikey helped Nathen out of the manhole, and then Donnie helped Sydney out of it, and then they all stared up at the sky in an alleyway.

"This is it, guys. Daylight again." Donnie said.

"Ah." all eight people said happily.

They all began to walk down the alley, when Cath noticed Sydney was crying.

"Sydney, what's wrong?" Cath asked concernedly.

"I...I'd forgotten how beautiful it was." Sydney wept happily.

She walked towards the others, but then she stopped and turned to the Turtles.

"Thank you, from all of us." she said, speaking for them all. "We owe you our lives."

Donnie and Cath waved at them, and then all eight people walked into the city, happy to be home again.

"Come on, let's go home." Leo said, touching Donnie's shoulder.

The Turtles all turned back to the manhole.

Raph then ran towards a wall, kicked his feet against it, before diving into the sewers. Elisa then dived after him like she was about to go swimming, then Leo handspringed forward before diving in after her, and then Mikey sideways handspringed after him. Donnie and Cath then both approached the manhole, when Mikey popped his head out from it.

"Don, Cath, you may be a pain in the shell, but I'm glad that you're my bro and sis." Mikey said, before hopping back down.

"Huh. After you, sis." Donnie said.

"Thank you, Donnie." Cath smiled, before she jumped into the sewers.

Donnie then jumped into the sewers after her, both happy that their friends were now cured and free from the Underground City.


	14. City at War Part 1

Leo and Elisa both ran through a warehouse, a panic look on his face.

_Leo: You ever notice how there never seems to be enough time? Like when you get to play video games, or you're hanging with friends._

They turned left and stared at a bomb that was counting down from 5 seconds.

_Or when you're running like crazy to get away from a huge bomb that's about to explode!_

The bomb then blew up, the shockwave from the blast knocking Leo and Elisa off their feet.

"AHHH!" Leo yelled.

"AGGH!" Elisa cried.

They then flew towards and smashed through a window together.

_How the heck did me or Elisa ever get ourselves into this?_

They both then fell down towards the harbour, just as the warehouse blew up.

"AGHHH!" Leo yelled, before he hit the water.

"AGHHH!" Elisa cried, hitting the water.

_And... how the heck are we ever going to get out of it... alive?_

* * *

At night, in the city, Leo, Raph and Elisa were all racing each other along the rooftops. They all jumped off one, then landed on a lamppost in the shadows, as a young couple walked along the street below them. They then jumped onto a banner on a building, then jumped onto a balcony above it, and and then jumped up onto the roof. They all ran and jumped along the rooftops, before they landed on one, then ran along it and jumped onto the one in front of them, and then jumped along a few more rooftops.

They then jumped onto another and ran along the edge of it, then Leo jumped onto another, and then another, followed by Raph, and then Elisa. They then landed near a chimney, then turned and ran along the roof, then jumped onto another and ran along that. They then jumped onto that, then ran towards one with a billboard on it, which had a target sign on - as it was called 'Bulls Eye Cola'.

Leo then jumped and landed on the edge of the building, and then lowered his eyes to concentrate, as he touched one of his swords. He then brought the sword out, then somersaulted forward, then jumped up and dived towards the target. He then dug his sword into the line third off the bullseye, then he back flipped and landed in front of the billboard, before seeing his result.

"Ah." he sighed disappointed.

He turned as Raph landed on the roof.

"Leo, I don't know about all them..." Raph said, taking a Sai out and tossing it towards the target. "..fancy moves."

The Sai twirled around like a shuriken, and then hit the target in the bullseye. He then ran towards Leo, then jumped onto the ledge of the billboard, before turning around.

"I prefer just getting the job done." he smirked, turning to Leo.

A Kama then came flying towards them both, and then hit the bullseye just under Raph's Sai.

"You mean like that, Raph?" Elisa inquired, as she landed on the roof.

Both her brothers turned to her as she smiled and folded her arms.

"Oh, very funny, Ellie." Raph chuckled, as she ran towards them both.

She then jumped and pulled her weapon out of the billboard, and then Raph and Leo did the same, then Raph and Elisa put theirs away.

"Master Splinter says that grace and form should flow together in beauty, creating true power." Leo said, looking at his sword.

"Whoa. That's a little too intense, bro." Raph said, touching Leo's shoulder. "You gotta relax a little."

"Oh, very funny." Elisa teased, pushing Raph playfully from behind.

He then walked to the end of the building, and then turned to the pair of them.

"How about a little game of follow the leader?" Raph suggested.

"And since when did you become leader?" Leo inquired.

"Yeah. I thought Leo was the eldest." Elisa grinned.

"Since right now." Raph replied.

He somersaulted off the building and landed on another, before he ran along it.

"Not for long!" Leo called, putting his sword away, and then he chased after him.

"Hey, wait for me?!" Elisa called, before she chased after him.

They all ran along the edge of a building, then Raph turned right along it, making Leo loose his balance and then fall over, but Elisa managed to catch him.

"Thanks, sis." Leo said.

"No problem, Leo." Elisa assured.

They both then chased after Raph, who jumped from one building to another, followed by Leo, and then Elisa. They then all jumped down to another building, then Raph somersaulted off the end of it, and landed on a water tower. He then saw three washing lines nearby, then jumped down and pulled one loose, and began swinging down on it.

"Just your Friendly Neighbourhood Turtle-Man!" he whooped.

Leo then jumped off the building, then landed on the water tower, then jumped off it, pulled down another washing line, and began swinging after Raph.

"You look more like Raph-zan Lord of the Jungle to me." Leo teased.

Elisa then jumped onto the water tower, then jumped off it, pulled on the third washing line, and began swinging after her brothers.

"Well, what's that make you and Ellie - Jane and Cheeta?" Raph teased.

"More like Ka-Zar and Shanna." Elisa retorted playfully.

The noise of a car screeching to a halt below soon got their attention.

"Whoa." Raph said.

They all turned around, then Raph landed on a small rooftop, and then ran towards the edge to look over. Leo and Elisa then landed on the roof, just as Raph turned to them, with his finger on his lips.

"Shh." he shushed.

He pointed down, then Leo and Elisa walked towards the edge of the roof, and then they saw a meeting in an alley.

"Some kind of deal going down." Raph said quietly.

The three of them saw members of the mob - including Weasel, who was carrying a case - staring at some figures in the shadows. Weasel approached the figures, as his men all held guns up.

"You got the stuff?" Weasel asked, fixing his tie.

"Do you have the payment?" one of the figures asked.

"Right here." Weasel replied, holding the case up.

He threw the case towards the figures, then their leader caught the case. He put the case down, then opened it up, seeing money bills inside, and then he picked up set up and began counting it.

"Hey, you actually gonna count it?" Weasel inquired, shocked. "We ain't got all night."

"This is only _half _of what we agreed!" the figured grumbled, closing the case.

"Ah. You get the other half of the money once we leave with the stuff." Weasel bluffed.

The figure kicked the case away slightly, and then he came out of the shadows, reveling himself to be 2 of the Foot Elite Guard.

"You are not going to leave!" he snarled, as more Foot Ninjas stood behind him.

He brought out his trident, and then bent down.

"Foot Ninja!" he called.

The Foot Ninjas jumped down and came out of the shadows behind him.

"Exterminate this insects!" 2 ordered, pointing his trident at the mobsters.

"Exterminate me?!" Weasel gasped, horrified. "We'll exterminate _you_, pal! Let 'em have it, boys!"

The mobsters began firing at the Foot, who all dodged or ducked from the bullets.

The three Turtles all gasped at the fight.

One Foot Ninja handspringed forward, then he turned around, and then he dodged a few bullets. He then climbed up a scaffold slightly, then dived down and kicked Weasel in the chest, knocking him out cold. A mobster then turned around to the Foot, who then suddenly kicked him and took his gun, when another monster shot and destroyed the gun. The Foot then ran off, when another kicked another mobster's gun up, and then punched him in the chest, knocking him out.

"Get 'em!" a mobster yelled.

The mobsters kept firing as the Foot all jumped up, but then one of the bullets near hit Leo.

"Hey!" he exclaimed, moving back.

Having enough, he brought out his swords, and was about to jump down, when Raph put his hand in front of him.

"Whoa, Leo, where you going?" Raph asked. "Those are all bad guys down there."

"But...it's _not _right." Leo argued.

"Right or wrong, it's not our fight." Raph argued.

"Who are you, and what have you done with Raphael?!" Elisa demanded, glaring at him. "The Raph I know _loves_ to fight!"

"And I'm not too sure about this." Leo gulped.

They all then saw a police helicopter show up and shine a bright light over the alley, and all the Foot and mobsters.

"This is the Police!" an officer bellowed on a bullhorn. "Freeze!"

All the Foot and mobsters gasped, as sirens wailed in the distance.

"Drop your weapons!" the officer demanded.

Police cars then showed up in the end of the alley.

"Oh! Come on! Hurry!" the mobsters said, as they ran off.

The Foot Ninjas then vanished.

"Come on." a mobster said, as the Police began to chase them.

"There, you see, here come the good guys." Raph said. "A happy ending."

He turned around and ran off, as Elisa turned to him, while Leo scratched his head.

"I don't know, Raph. I don't know." Leo said.

He turned to Elisa, who just shrugged.

"I'm not so sure myself." she admitted. "But since when does Raph _not _want to get into a fight?"

"I don't know." Leo said, before they both followed their brother.

* * *

Meanwhile, in Japan, a young woman just a bit older than the Turtles, moved around in the shadows. She then somersaulted forward, and then kicked a practice dummy away, before landing gracefully. She then dodged as the dummy then flew past her, then side kicked it as it came at her again. She then chopped it in the shoulder, then punched it twice, and then kicked it again. She then sent more kicks at it, as her phone - which was lying on a bench - began to ring, getting her to stop and turn to it.

She somersaulted over to her phone, then picked it up, and then held it to her ear.

"Report?" she asked.

_"It is as we feared, Mistress Karai."_ a man replied on the other end. _"The word on the street is that the Shredder is no more. Several different factions are fighting for territory. The City is at war."_

Karai hung up and put her phone down, before she turned to her two aides, one being tall, the other being short.

"Fuel the jet." she instructed, before they bowed to her. "It is time to bring order to the chaos..."

She ran off as her two aides moved back into the shadows. She then somersaulted towards the dummy, and then kicked it, knocking its head off as it went flying away.

".._my_ way." she said.

* * *

The next night, in the lair, Leo was watching the news, as Elisa stood nearby and watched him. Leo looked uneasy, as the news report was about another gang gunfight in the city.

_"These innocent victims in unprecedented gang activity-" _a newsman said.

Leo changed the channel, showing Dwight the newsman.

_"Increased violence-" _Dwight said, before Leo changed the channel again.

_"..imposed curfew has_ failed _to stem the tide of violence."_ a newswoman reported.

Leo changed the channel again, showing Alex Carlin the reporter, who was standing in a street.

_"Several innocent bystanders were rushed the hospital after they had been caught in the crossfire of more gang violence."_ Alex reported. _"It's the fifth-"_

Leo looked sad at first, but then frowned angrily, making him change the channel.

_"..wave of gang activity-"_ a newswoman said.

Leo changed the channel, showing another newsman that looked like Dwight with a woman.

_"Victoria, your inability to recognize the truth, when it hits you over the head, never ceases to flabbergast me."_ Dwight's lookalike said, hitting his head slightly._ "This is obviously a gang war on a city wide scale, with the factions vying for total control."_

_"Ivan, your scare tactics amaze and amuse me simultaneously."_ Victoria retorted, as she walked towards Ivan. _"This is no more than a few random clashes between gangs in a small scale turf war! You're once again proven yourself to be a complete and total loser."_

Leo turned off the TV, having heard enough bad news, and then he sighed. Elisa stared at him, and could tell he was upset and confused. Leo got up and walked towards a dart board, then brought out his swords, and then did a fight pose.

He gritted his teeth as he glared at the target, then he somersaulted and dived towards it, and then dug a sword into it while diving past it. He then checked his sword, and saw it was nowhere near the bullseye, making him pull the sword out angrily. He then looked up to see Splinter and Elisa staring at him.

"You are troubled, my son?" Splinter inquired.

"Yeah. You look...stressed, Leo." Elisa noted.

"I...I'm confused, Master Splinter." Leo admitted, walking away from the dart board. "I guess I hoped things would change when we finally got rid of the Shredder. You know, for the better? But it seems like everything just got worse."

"You mean the gang war up in the city?" Elisa inquired.

"Yeah." Leo said.

Raph came running over to them.

"Are you outta your green gored." he said. "We did the city a favour."

Leo turned to him, as the three younger Turtles came towards them all.

"Did we? Did we _really_? Raph, don't you see what's going on up there?" Leo asked. "This city's at war. Don't you feel just a little bit responsible?"

"No! It's _not _our deal!" Raph argued.

"It is!" Leo snapped. "Even if we didn't mean to make things worse, we did!"

Donnie and Mikey turned to each other, as Cath sighed and rolled her eyes.

"Don't ask me to explain how, but it...feels like _our_ fault." Leo said sternly, walking away.

He put his swords away, as Mikey approached Raph.

"I kinda know what he means." Mikey said.

"Nobody asked you, Mikey!" Raph snapped, pushing him away.

"That's enough!" Elisa sneered, getting between them both.

"Leonardo, if one shoulders the weight of the world, all one will accomplish is to be crushed under the world's weight." Splinter said sternly.

"I don't understand, sensei." Leo said. "We set out to do something good. It turned out bad. But the truth is, we _started _it. How can we just walk away?"

Splinter sighed. "I do not wish to discuss this, Leonardo." he said, shaking his head, and then touched Leo's shoulder. "You must listen to me, and let this go. It is too dangerous for you to get involved in this war going on up there. For now, you must do nothing."

"I'm sorry, Master, but I can't do nothing!" Leo snapped. "I can't!"

He turned around and walked off, as his family all turned to him.

"Leo!" Cath called.

"Leonardo!" Splinter said sternly. "Leonardo."

Leo ignored his father and walked out the door that led into the sewer tunnels, shocking his entire family.

"Dude." Mikey said.

"He's _never _disobeyed Master Splinter before." Cath muttered.

"Ah. What a bonehead." Raph snarled.

"One big happy family." Donnie sighed.

Splinter shook his head in disappointment.

"I'll get him." Elisa said, as she walked towards the door.

"No!" Splinter argued, grabbing her arm. "He has to understand my meaning."

"But I don't think he will out there!" Elisa argued, pulling away.

She then ran down the tunnel and after Leo, hoping to catch him soon.

* * *

Later, up in the city, Leo was crouched up on top of a water tower, then he stood up and sighed.

"I don't get what Master Splinter's thinking on this one. Do nothing?" he said, punching his fist. "Innocent people are getting hurt, because of us. Because of me."

He closed his eyes, as Elisa jumped down and landed behind him.

"You know, you shouldn't talk to yourself." she said.

Leo turned to her. "I'm not going back, Ellie." he said. "Master Splinter needs to understand how I feel about this whole war."

Elisa sighed. "I'm not gonna stop you until I see your point." she assured, approaching him.

Leo turned around and sat down. "I just wish I knew what I was going to do." he said, scratching his head.

He and Elisa then looked up, and saw a bunch of Foot Ninja running across the rooftops across the street.

"Well, I guess we're gonna find out." Leo said. "Come on. I'll prove my point."

He somersaulted off the water tower, then began jumping along the rooftops.

"I know I'm gonna regret this." Elisa sighed, before she followed Leo.

* * *

Later, they both arrived at a warehouse at the docks, then leaned over the side of the roof, seeing the Foot Ninja all run out the front door. They all ran towards another warehouse, just as one of the Elite Guard came out the front door. Two of the Foot then jumped towards him, closed the door, and then one put a pipe in along the handles, jamming it shut, and then all the Foot disappeared into the shadows.

"A Foot Elite?" Leo questioned. "What were they doing in there?"

"Whatever is was, it couldn't be anything good." Elisa deduced.

"Probably something big then." Leo said. "Come on."

Elisa sighed as they both jumped off the rooftop and landed on the rooftop opposite. They both approached the skylight, then looked around, as all the Foot fled the scene. Leo then brought his swords out, and then smashed the glass, and then he and Elisa dropped down into the building.

"We could've just lifted it up!" Elisa frowned.

"Now you tell me." Leo said embarrassed.

They both looked around, and saw several mobsters - including Weasel - lying on the floor unconscious, all moaning in pain. They then gasped as they saw a bomb right near Weasel, which was set to detonate in just over a minute.

"AH!" they both gasped.

"Help me get them out!" Leo said.

"I won't argue on this one." Elisa assured.

They both ran towards the mobsters, and then dived towards one each, as the one near Leo woke up.

"Come on." Leo said, wrapping the mobster's arm around him. "We're getting you goons outta here."

He ran towards the door, as Elisa picked up another and put him around her shell like a firefighter. They both carried the mobsters towards the garbage chute in the wall.

"What happened?" one mobster moaned.

"And who are you people?" the second asked.

Leo then pushed his down the garbage chute.

"Hey!" the mobster complained.

Elisa then put hers down and pushed it down after the first. Both mobsters then hit and landed in a dumpster bin, and then the others all followed - Weasel being last.

Once they were all out, Leo and Elisa turned to the bomb, and then Elisa pulled out one of her Kamas.

"Okay, here goes." she said uneasily, as she lifted up the bomb's roof with her Kama. "Easy."

Both she and Leo gasped at all the wires inside the bomb.

"Oh! Where's Donnie and Cath when you need them?!" Elisa exclaimed.

Leo put his hands close to the wires, and began to sweat.

"Okay... Donnie does this kinda stuff all the time." he said nervously. "How hard can dismantling a bomb really be?"

He touched and wire and began to swear some more.

"Easy, Leo." Elisa advised nervously.

Leo then pulled the wire, snapping it, but the timer kept counting down, before it stopped at 11 seconds.

"Ah." Leo sighed, wiping the sweat off his forehead. "See, no sweat."

"Uh, Leo..." Elisa stuttered.

They both stared at the bomb, when it started counting down again.

"AH!" they both yelped.

They both turned around and ran towards a bunch of creates.

"This day just keeps getting better and better!" Leo said sarcastically, as he somersaulted forward.

"Why did I listen to you?!" Elisa growled, as she jumped onto a crate.

The bomb then exploded, creating a shockwave which knocked both Turtles flying.

"AGHH!" they both screamed.

They both went flying through a window - smashing it open - as the warehouse started to burn, then another explosion sent them flying towards the water, hitting it. The entire warehouse then blew up, as the Foot all watched from the alleyway - the Foot Elite reveling himself to be 1, as he held his twin-bladed sword.

"Mission accomplished." he said coldly, thinking the mobsters were dead.

He and the Foot all ran along a boardwalk near the warehouse as it burned. Leo and Elisa then both surfaced, but then dived back down underwater, as they heard Police sirens.

* * *

Meanwhile, in the lair, Mikey was playing with a toy robot, a toy ninja, and a toy rubber duck on a map of New York.

"This town ain't big enough for all of us!" he sneered, impersonating a tough guy.

He put the robot down, then rolled a pair of dice, scoring a 7, and then he moved the ninja forward.

"I am Foot Ninja." he said. "You cannot stand against me."

He then laughed evilly, as Donnie and Cath came towards him, wondering what he was doing.

"Uh, you feeling okay, Mikey?" Donnie inquired.

"Yeah, what are you doing?" Cath asked.

"I'm figuring out what's going on with the gangs, curtesy of table-top gaming." Mikey explained, putting the ninja down.

His smarter siblings both looked confused.

"See, this guy's the Foot." Mikey explained, touching the ninja. "They used to own the _whole _map, but with the Shredder gone, the others have started to grab for territory."

"So?" Cath inquired.

"Near as I can guess from the news reports, the Purple Dragons have made a power play..." Mikey began.

He picked up the duck, and then banged it against the Ninja, knocking it over.

"..and grabbed a bunch of territory." he went on, picking up the robot. "The Foot Ninja are loosing territory to the Mobsters..."

He banged the robot against the ninja.

"..and the Purple Dragons." he said, banging the duck against the ninja. "It's chaos."

"Thank you for that informative and concise explanation." Donnie said uneasy.

"Yeah. Nice theory." Cath admitted.

"The _real_ question is: What are the Mobsters gonna do, now that they're in third place?" Mikey wondered.

"Well, I guess we'll just have to wait till the next news report." Cath shrugged.

* * *

Later, Weasel was in a behind a desk in an office building, meeting with three other mobsters.

"This is an insult!" he exclaimed. "We've been left behind whilst the Purple Dragons and the Foot is diving up the city! We need to take action...now!"

He slammed his fist against the desk.

"But what more can we do?" one of the mobsters asked, who was wearing a suit.

"We gotta do something." the second whined, who was blonde. "My own mother's giving me disrespect."

"It's downright criminal I tell ya." the third said, who was red-headed.

"Enough whinging!" a voice bellowed.

They all turned, as Boss opened the door and came into the room.

"The new player - the one that got us all the high-tech firepower - guarantees that if we follow _his_ battle plans, we'll kick 'em all off the map." Boss assured, before he walked towards the map on the wall. "Just so we're clear, I _hate_ this new guy. But given the situation, we _don't _have a choice. Get ready to move! Tonight, the city will be ours."

He held his fist up and clutched it over the map.

* * *

Meanwhile, a bunch of Foot were running along a rooftop, then jumped down onto another - 1 of the Elite Guard leading them along. They all landed on another roof and kept on running and jumping along them, unaware Leo and Elisa were following them, and landed on a rooftop.

"How did you talk me into this?" Elisa snarled, folding her arms.

"You wanted to see my point, and I'm showing it to you. Now come on." Leo said, before he ran along the roof.

"Master Splinter's so gonna kill me." Elisa muttered, before she followed him, as he jumped onto another roof.

4 of the Foot Elite and more Foot Ninja met up with the others, and then they all jumped into a hole in a rooftop. Leo and Elisa then approached the hole, and both saw a familiar looking room down below, full of dozens of Foot Ninja, and all six members of the Elite Guard. It was the same warehouse Leo had first met the Shredder, and the same area the Turtles had all battled him on that rainy night nearly a year ago.

"So, this is what happened to the Foot when we got ride of the Shredder." Leo said. "How the mighty have fallen."

"I won't argue there." Elisa said, surprised by the Foot's new headquarters.

Leo got up and brought out his swords, making Elisa turn to him.

"I guess it's just us, against them." Leo said.

"Leo, are you crazy." Elisa hissed quietly. "Remember the_ last_ time you battled that _many_ alone? They nearly killed you by wearing you down."

"I know, but you'll be with me this time." Leo said.

"Won't make any difference." Elisa argued. "There must be hundreds down there. We _don't _stand a chance."

Before Leo could jump down, Cath and Donnie both came up behind him and pulled him away from the hole.

"Hey!" he complained.

Cath and Donnie let go, then Leo and Elisa both turned to them, seeing them with Raph and Mikey.

"Geez. Anybody think you weren't happy to see us." Mikey said.

"What are you guys doing here?" Leo asked.

"Making sure you don't get into something you can't get out of on your own." Donnie answered.

"We're like the Calvary...without the horses." Mikey said.

"And how come you didn't bring_ him_ back, Elisa?" Cath inquired.

"He's been _too_ busy trying to make me see his point." Elisa sighed.

Raph sighed and leaned against the edge of the building.

"We shouldn't be here, guys." he said. "This ain't our war."

A bunch of Foot Ninja then came out of the damaged roof entrance, and then more jumped up from the sides of the building, surrounding the six Turtles, making them all bring out their weapons.

"Uh...looks like it's our war _now_." Mikey gulped.

"Um...how many do you reckon?" Cath asked nervously.

"Over a hundred at least." Elisa gulped.

The Foot then began charging at them all.

Donnie whacked one in the chest with his Bo as it came at him, then he turned and stabbed another in the chest with it.

Leo blocked two's swords with his own, then spun around and blocked another slash from them both, and then he ducked. He then slashed at one, knocking it away, and then he turned and slashed at the other, knocking it away.

Donnie spun his Bo around as a ninja came towards him, and then hit him in mid-air as he jumped over him. Another then came charging at him from behind, but then he hit it right in the chest with his Bo, as he saw his shadow coming up at him. He then saw a third jump towards him with a sword, but he then blocked it and kicked him away while spinning his Bo.

Cath ducked as one with a sword tried to slice her, before she whacked it in the chest with one of her Tonfas, and then spun around and roundhouse kicked it in the chest, before she turned around and kicked another in the chest, knocking him down.

Mikey kicked one away as it came at him, while Raph kicked another as it dived towards him, sending it flying away. Raph then turned and punched a third in the chest as it came at him, while Mikey whacked a fourth with his Nunchucks, knocking it down.

Elisa blocked an attack from two with swords with her Kamas, then lifted her leg up and kicked the one on her left, before moving it back to kick the other, knocking them down.

Raph then pinned two of them down by running towards them, and then tackled them like a football player. He then ducked as a third tried to whack him with a Bo, but then he kicked him right in the chest, knocking him out.

Cath blocked a one's Bo with her Tonfas, and then kicked it away, sending it flying. She then blocked another's sword with her Tonfas, and then knocked it out of its hands, before she kicked it in the chest, knocking it out cold.

Elisa jumped and kicked a one in the chest with both feet, and then spun around and tackled another. She then side jumped to her left as a third tried to slice her with its sword, then she blocked another slice from it with her Kamas. She then threw the sword away, and then jumped and kicked the Foot with both feet, sending it flying across the roof.

Mikey spun his Nunchucks around as he stared at four ninjas in front of him, when he turned and saw another two behind him.

"Huh?" he muttered.

He then whacked all six of them with his Nunchucks, knocking them all down. He then blocked another's sword with them, then whacked its sword to its left, and then upwards.

"Say, haven't we met?" Mikey asked, whacking the sword twice with his Nunchucks. "At the big fight with Shredder?"

He blocked a few more slices with his Nunchucks.

"Ah, come on. You have the remember?" he said, wrapping one around the sword.

He then pulled the sword out of the Foot's hands and then threw it away.

"I knocked you right on your..." Mikey began, before whacking the Foot in the head, knocking it out cold. "Uh-oh."

He looked up as three Foot dived towards him, and then all kicked him with both feet, knocking him into the hole and into the warehouse.

"WHOA!" he yelped.

"Mikey, no!" Raph cried, as he'd seen the whole thing, while holding both two with his Sais.

He then kicked one away, then spun around and kicked the other, knocking them both out. He then ran towards the three near the hole, and then body tackled them all, pulling them down with him as he dived into the hole.

"AHH!" the Foot yelled.

They all then hit the ground hard, injuring them all, as they fall broke Raph's, leaving him uninjured. He then walked towards Mikey, who was sitting down moaning, and then he helped Mikey up.

"I'm okay. I'm okay." Mike assured.

"You better be, bro." Raph said, seeing they were surrounded by even more Foot Ninja. "We ain't alone."

On the roof, the other Turtles all stood close together.

"Mikey and Raph went down inside." Leo said.

They all blocked a Foot's sword with their weapons, and then Donnie knocked his away.

"We better stick together." Leo said, as Donnie ran off.

Both girls ran off as Leo blocked another slash with his swords, and then sliced the Foot's sword in half, before kicking it away. Four then all tried to hit him with their swords, but he managed to block them all with his own, gritting his teeth as he did. He then knocked the swords back, and then spun around and kicked the ninjas away, sending them flying in different directions.

Donnie spun his Bo around, then uppercut one with it, knocking it onto another, and then he turned and whacked a third in the chest with his Bo.

Cath then spun around and kicked one, as Elisa sliced another's sword in half with one of her Kamas, and then butterfly kicked it in the chest.

The four of them then ran towards the hole, and then dived into the warehouse.

Inside, Raph and Mikey blocked the swords from a few Foot with their weapons.

"Heads up!" Donnie yelled.

Raph and Mikey looked up as their siblings all dived down towards them, and then the four of them pounced on two Foot each, knocking them out. The six of them then gathered together, and then they all dived towards the army of Foot Ninjas in front of them.

They all began to fight them, blocking their swords with their own weapons.

Donnie then whacked one away, then spun around while spinning his Bo, and then whacked another in the chest as it dived towards him, sending it flying into a wall. He then knocked a third away as it dived towards him, then stabbed a fourth in the chest with his Bo.

"Wait a minute...a Bo staff, and a crowd of guys who all look the same." he said quietly. "Time to try out one of my favourite movie stunts."

He dug the end of his Bo into the ground, as several Foot Ninjas gathered around him, and then he began to swing around on it to kick them all, but missed as they all backed away.

"UH!" he moaned, as he fell to the floor. "Well, that didn't work!"

Raph and Cath both jumped towards him.

"You need a refresher course of reality, Donnie!" Raph snarled. "Lesson 1"

He punched a Foot in the chest.

"Lesson 2!"

He punched another in the chest.

"Lesson 3!"

He uppercut a third in the chin.

"Class dismissed."

Cath then helped Donnie up.

"It was a good try, bro." she admitted. "Might work out next time."

"Thanks, Cath." Donnie said.

Leo backed away from one while blocking its sword attacks, and then another two joined in, before his shell was up against a wall. He managed to block attacks from all three of them, then ducked under their swords and dived past them.

Elisa blocked two's swords with her Kamas, when a third came up behind her and kicked her in the shell, knocking her to her knees. She then rolled to her left as the first two tried to slice her, and then she kicked one in the chest as they turned to her, knocking it onto the second.

Mikey spun his Nunchucks around, when one kicked him in the belly, knocking him away, and then another punched him in the back, knocking him forward, making him turn to the second.

Two pounced onto Raph, knocking him onto his shell, but then he punched them, sending them flying away. Another three then pounced on him, and began punching him all over.

Cath blocked one's sword with her Tonfa, just as another came over and kicked her in the belly, knocking her back slightly, and then a third spun around and tackled her, tripping her onto her shell.

Donnie blocked one's sword with his Bo, but then another whacked him in the shell with the butt of his sword, knocking him onto his chest. He turned around onto his shell and blocked the sword with his Bo, before rolling away from the Foot.

The six Turtles then all gathered together in the middle of the room - Raph and Elisa kicking a Foot away each as they did - their shells back-to-back.

"I don't wanna complain, but there seems to be an awful _lot_ of these dudes." Mikey said.

"For once I agree with ya." Elisa said.

Outside the warehouse, a grey van drove along the street, and then parked itself in an alley next to it. Inside it, was the Mob Boss, and his new _friend_, and a device his friend had built.

"Alright, the _whole_ army of Ninja are holed up in there." Boss said. "Is this really gonna work against that many."

"Oh, ye of little faith. I have _intimate_ knowledge of the Foot. They will have _no _way of dealing with what you are about to unleash upon them." his friend assured.

His friend came out of the shadows, reveling himself to be Baxter Stockman, his head on top of the Utrom Exo-Suit. He laughed evilly, as he turned his head to his new creation.

"Oh..." Boss mumbled.

Two mobsters then walked around to the back of the van, and then opened it up, and then a red light came from the machine. The machine jumped out of the, then stood up on its back legs, shocking the mobsters.

"Whoa!" one gasped, as they both moved back.

The Robot began marching towards the warehouse, and then blasted a hole into the wall, the impact knocking three Foot onto their chests.

The other Foot Ninjas and the Turtles all gasped.

"Whoa!" the Turtles yelped.

They all dived away from the debris - as some of it had shot towards them - and then the Robot entered the warehouse.

Mikey dived behind a support beam, and then stared at the robot.

"Cool." he commented.

The Robot then began firing a barrage of lasers all over the room, making Mikey hid behind the beam.

"Not cool!" he corrected. "Not cool!"

The Robot then fired more lasers, making everyone else scatter.

Leo peeked out behind some debris and stared at it, while Elisa and Cath did the same on the other side of the room.

"Who invited that thing?" Elisa wondered.

"You got me." Cath shrugged.

The red light moved around the room like a scanning and targeting computer, before it fired more lasers all over the place. Leo closed his eyes, then came out from his hiding spot, and then charged at the Robot. He then dived towards it as it kept firing all over the room, and then he stabbed the red light with both his swords. He then back flipped away as the Robot began to short-circuit, as his siblings all watched.

The Robot then however began firing more lasers, this time outta control, making the six Turtles dive for cover. The Robot ended up firing lasers at the walls, and even the ruined ceiling.

**(Outside)**

In the van, Boss and Stockman were both looking at the Robot, on a small screen, showing the Robot's actions.

"Hmm? Time for plan B." Stockman said. "I'm afraid it lacks the fineness of my robotic creation, but we really have_ no _choice. It's a rather...messy alternative."

"Messy?" Boss inquired.

"Observe." Stockman said, holding up a switch, and then he triggered it.

**(Inside)**

Bombs all over the warehouse began to activate, blowing up the support beams. The Turtles all gasped as they stood together in the middle of the room, as the warehouse began to collapse.

"AH!" Donnie and Mikey yelped, jumping away.

"Whoa!" Cath yelped, diving away from some.

Leo began to slice some small rocks, when Raph and Elisa pulled him away.

"I hope you're happy, Leo!" Raph snarled. "I hope doing the_ right_ thing was really worth it!"

"And I_ still _haven't seen your point, fearless leader!" Elisa scowled.

They all looked up as the warehouse completely collapsed onto them, seeming crushing everyone inside.


	15. City at War Part 2

**A/N: Please read and review?**

* * *

All six Turtles stood in a warehouse with their weapons out, surrounded on all sides by an army of Foot Ninja.

_Mikey: There's an old saying that "no good deed goes unpunished"._

A bunch of Foot either hang onto or lean against parts of a fire escape, as Shredder lay on the ground.

_Well, we thought we did a..._

Shredder turns around and looks up, as a water tower comes falling towards him.

_..whole lot of good that time we eliminated the Shredder._

The water tower crashes onto the Shredder, seemingly crushing him.

_And... that..._

Leo and Shredder dive towards each other on top of the Shredder's skyscraper.

_..other time we eliminated the Shredder._

They both slash swords against each other, before landing on the ground - Leo crouched, Shredder standing. Shredder's head falls off and then bounces along the rooftop.

The Turtles and Splinter all run towards the Transmat device, as the Utrom implosion device counts down.

_And... the time after that._

Utrom Shredder pounced towards them as the Transmat dematerializes them all away.

_Am I forgetting one?_

Shredder lands on the other side of the Transmat, just as the implosion device blows up.

_The point is: now, with Shredder out of the picture..._

The T.C.R.I building blows up.

_..the Mob..._

The Mob Boss rolls up his sleeve, while his men cheer for him.

_..the Foot..._

A bunch of Foot Ninja drop down from a rooftop.

_..and the Purple Dragons..._

A bunch of Purple Dragons, including Dragon Face, T.J. and Vince stand in the park.

_..are all duking it..._

Weasel stands with a bunch of mobsters, as they fire guns at a bunch of Foot, who all dodge the bullets.

_..out for control of his empire._

A Foot kicked a Mobster's gun up, and then punched him in the chest.

_So, instead of making things better, we actually made them worse._

Another Foot dodges some bullets from a scaffold, before diving down and kicking Weasel in the chest.

_No one felt..._

A Mobster turns around, just as a Foot kicks him away and grabs his gun, before it gets blasted.

_..more responsible than my brother Leo._

Leo, Raph and Elisa all watch the fight from on top of a rooftop.

_And no one felt less responsible than my brother Raph._

The Foot kept dodging and flipping around, as the Mobsters kept firing at them.

_While my sister Elisa seems torn between the pair of them._

Raph pushes Leo back as he prepares to dive in, while Elisa glares at them both.

"It's not our fight." Raph insisted.

"I'm not so sure myself." Elisa sighed.

Mikey and Raph stand in the warehouse, with a hoard of Foot Ninja in front of them.

_Still, we had to do something._

All six Turtles charge at the Foot, and began to fight them.

_So, we tracked down the reminiscent of the Foot's rundown flophouse._

Donnie then whacked one away, then spun around while spinning his Bo, and then whacked another in the chest as it dived towards him, sending it flying into a wall.

_We were about to take them down..._

A blast came from a wall, knocking three Foot off their feet.

_..when this big, honking robot..._

The Turtles dive away from the debris, as a large robot came into the warehouse.

_..shows up and starts shooting up the whole place!_

The robot fires lasers all over the room, as Raph dodged them as a few Foot hid behind some debris.

So much for our good deed.

The roof of the warehouse starts to cave in, making Donnie, Cath and Mikey dodge some debris, as the others stand together.

"I hope you're happy, Leo!" Raph snarled. "I hope doing the_ right_ thing was really worth it!"

"And I_ still _haven't seen your point, fearless leader!" Elisa scowled.

The whole warehouse then collapses.

* * *

In the rubble of the warehouse, all six Turtles were holding up a metal beam - Donnie, Cath and Raph with their shells, Leo, Elisa and Mikey with their hands - which was preventing some from falling on them.

"Good thinking, Don!" Leo grunted. "Grabbing this beam...really saved our shells!"

"And it almost makes up for big-brain Leo leading us straight into-!" Raph snarled.

"Guys, let's continue this discussion elsewhere!" Donnie grunted.

"Yeah, now's not the time, you two!" Elisa snarled.

"Everybody, move on 3!" Leo grunted. "1, 2...3!"

All six siblings jumped away from the beam, just as it fell over, collapsing the debris on top of it. They all then dived over some more debris, as all the Foot began to run for it - 4 of the Elite Guard clutching his shoulder.

"Whoa!" the Turtles yelped, jumping out of the smoke.

They landed on the road, and then pounced to the other side of the street.

"Okay..." Donnie began, as they turned back to the warehouse. "..what was the deal with that Kamikaze robot?"

"Looks like there's a new player in the mix." Mikey deduced.

"Or one of the old ones has a _new friend_." Cath argued.

"Great, just what this town needs." Raph said sarcastically, before turning to Leo. "If having them drop a building on our heads don't convince you to stay out of _this_, I don't know what will!"

"I'm starting to think Raph's right, Leo!" Elisa snarled. "Especially since we nearly got crushed back there!"

"Since when do you run from a fight, Raph?" Leo asked annoyed. "And Elisa, I am gonna show you my point if it takes all night!"

"First, I ain't running. Second, it wasn't _our _fight to begin with!" Raph snapped.

"Oh, boy." Cath muttered, turning away.

"Yeah?! Well, guess what, it's our fight now, hothead!" Leo snapped.

"Who are you calling hothead?!" Raph snarled. "I ain't the one that dragged us into this mess!"

"Shut up, both of you!" Elisa snapped, getting between them. "Can't you argue about this later when there's no risk of getting caught?!"

"Ah!" Donnie gasped, staring at the rubble.

Cath and Mikey turned to it, as some rocks began to fall from it, as Raph and Leo ignored Elisa.

"I have a bad feeling about this." Cath gulped.

She was right, as one of the robot's feet climbed out of the rubble.

"Uh, guys!" Donnie stuttered.

"Oh, right? You're the level-headed one who only fights for honor when it's connivant!" Leo snapped.

"Guys!" Mike said.

"Will you two just save this later?!" Elisa snapped, her shell facing the rubble.

"Guys!" Cath said.

"You saying I got no..." Raph began, ignoring Elisa.

She turned around as her brothers turned to the debris, seeing the robot's leg.

"What the?!" Raph gasped.

The robot then lifted itself up out of the rubble - a few wires hanging out from the front - and then it fired lasers at a few Foot Ninjas, missing as they jumped back in time.

"Look out!" one called, as it turned to him and many more.

They all scattered and dived away as more lasers fried at them, just missing them. Some of them then surrounded the Turtles, before everyone brought out their weapons, as the robot picked one up. 4 then jumped and sliced his spear down the robot's front, making it let go of the Foot it held, then he landed in front of the Turtles.

The robot then powered up its lasers and fired again, missing all the Turtles as they jumped away. Leo then dived and kicked the robot's head, but the metal around it was so hard his foot didn't even dent it, making him bounce off it. He then landed behind it, slash it with his swords, then ran away, as Raph and Elisa both landed behind it, then tried to stab it in the back, but they had no luck. They both jumped away, as Mikey came over and whacked it slightly with his Nunchuck, but then it turned around and whacked him in the chest, sending him flying away.

"UH!" he moaned, as he crashed into Cath.

2, 5 and Donnie then all ran towards it, then they jumped up, then both Elite Guards stabbed it in the head as they flipped over it, as Donnie jumped away from it. He then spun his Bo around, as a Foot Ninja jumped up, before the robot caught him, and then Donnie whacked it in the arm with his Bo, making it let go of the Foot.

The Foot crawled away as Donnie began whacking the robot with his Bo, as Raph came up behind him. He then charged at the robot and slashed it slightly with his Sai, while 3 tried to slash it with his Axe at the same time.

"Fighting side-by-side with the Foot?" Raph questioned, backing away. "Now you know this has gotta be wrong?!"

"Once the robot is defeated, we will destroy you _all_!" 3 assured, as he jumped onto and slashed it slightly with his axe.

He then jumped off and dived away.

Donnie tried to pull his Bo free - as the robot had hold of it - and then Cath came over and began to help.

"Now that's the Foot we know and loath!" Donnie complained, as Cath grabbed his shoulders.

"How did this happen?!" she demanded.

"It just grabbed it." Donnie swore.

A Foot Ninja jumped onto the roof of the robot, as Raph, Mikey, Elisa, 3 and 5 began whacking or slashing their weapons against the robot. It then fired its lasers at another Foot, sending him flying away as the lasers hit the ground in front of him.

"AHH!" he screamed.

A bus then skidded round the corner of the warehouse and then drove down the street.

"AH!" the driver and passengers gasped.

3 and 5 both jumped back, as Donnie and Mikey kept banging the robot with their weapons, as Cath turned to the bus.

"Guys, look out!" she called.

The robot then turned to the bus and fired at it, hitting the front bumper several times.

"Ah!" the driver gasped, as he turned the wheel.

The bus turned left as it skidded to a halt, the door being on the other side, which then opened up, and then nearly everyone onboard began piling out.

"Run!" the driver cried.

Onboard, a man was trapped beneath a seat.

"Help! Somebody please, help me?!" he called beggingly.

The three older Turtles all stared at the bus, Elisa starting to see Leo's point about innocent people getting hurt.

"Leo!" Raph called, as Leo ran towards the bus.

"Leo, hang on!" Elisa called, before she ran after him.

"Ellie, get back here!" Raph shouted. "What d'you think you're doing?!"

Leo and Elisa both stopped by the bus and turned to him.

"There's innocent people in there!" Leo shouted. "We've got to get them out!"

"I'm _starting_ to see your point, Leo." Elisa said, turning to him. "That man might be hurt badly."

"I knew you would eventually, sis." Leo said.

They both went into the bus, then Leo began slicing off the poles as they made their way down the aisle. They then both put their weapons away, then Elisa lifted up the chair, allowing Leo to pull the man away.

"What...What are you?!" he asked painfully.

"Figments of your imagination." Leo lied, as Elisa lowered the chair, as he lifted up the man. "You hit your head pretty hard."

They both wrapped their arms around the man and led him out of the bus.

"Come on, let's get you outta here." Elisa said.

* * *

Meanwhile, up in the sky, a private black jet was flying over the city. Onboard it, Karai was sitting in a chair, staring out a window, as her two aids stood near her, the shorter one holding a laptop.

"Mistress, Karai, one..." he began, as she took the laptop and began typing on it. "..of our New York sources recovered this security camera footage from a warehouse that was...prematurely demolished."

Karai looked at the footage, showing both Leo and Elisa running through the warehouse the Foot had blown up hours ago. She replayed the footage, then paused it and zoomed in on the Turtles, getting a good look at them both.

"Interesting." she said.

* * *

Later, in the Purple Dragons warehouse, Dragon Face hopped into in the ring in the middle of the room, as the other members all stood and cheered in the stands all around.

"Yo, listen up, Dragons!" he called.

Everyone sat down and shut up, as a spotlight shined on him.

"With the Shredder outta the way, this is our moment." he began. "We can _own_ this town!"

"Yeah!" the Purple Dragons cheered, as they got up.

"Alright!" Hank and Cliff cheered.

"Dragon Face!" Spike chanted, before the others joined in. "Dragon Face!"

Dragon Face held up his arms, quieting them down.

"It's time to prove to the Mob, the Ninjas, and all the other wannabes, that the Purple Dragons ain't just a bunch of dumb street punks!" Dragon Face declared.

"Yeah!" the gang cheered.

"I couldn't agree more." a voice sneered.

Dragon Face and the rest of the gang looked up and saw Hun sitting on the catwalk above him.

"Uh-oh." Baby Face gasped.

"Man!" Ivan muttered.

"Hun, we thought yo-you weren't coming back." Dragon Face gasped.

Hun smirked as he stared down at him.

"Look, things have _changed _around here." Dragon Face said, putting his hands on his hips, before pointing at himself. "I'm in charge now. You can't come waltzing in here like you own the place or something."

"Oh, but _I_ do own the place, Dragon Face." Hun sneered.

He jumped off the catwalk and landed in the ring, landing so hard, the impact knocked Dragon Face off his feet, and the knocking the ropes right off, snapping them in half.

"Uh!" Dragon Face moaned.

"Every _inch_ of turf you rule, every kickback you've collected, every little Crum you've _ever_ been handed, you owe to me." Hun snarled.

Dragon Face gasped as Hun approached him.

"And you owe it to the Shredder. And, it is in his memory..." Hun went on, picking Dragon Face up by the arms and squashing them. "..that I vow to lead the Purple Dragons to the top of the food chain. We are going to rule this city!"

He threw Dragon Face away, hitting the ground near one of the stands.

"Any other objections?" Hun asked.

The gang all stayed silent, knowing what might happen if they did.

"I didn't think so." Hun said satisfied.

* * *

Back in the city, the robot was still firing at the Turtles and the Foot, as the Turtles hid behind some rubble. Two Foot Ninja then jumped behind it, making Raph turn to them and hold up his Sais threatingly.

"Back off, Footheads!" he snarled, as Leo, Mikey and the girls turned to the Foot. "This is our barricade!"

The four Turtles and two Foot Ninjas got ready to fight.

"Guys, wait! I think I see how we can stop this robot." Donnie said.

Cath turned around and saw he was staring at a knocked over power line.

"I just need to get to those downed power lines." Donnie explained.

"Forget it." Raph said.

He turned and ran towards the bus.

"I know how to stop tin-butt." he said, before he hopped inside.

"Raph, wait, listen to me?!" Leo called.

"Listening to you is what got us into this mess in the first place!" Rahp bellowed, fastening his seatbelt, before starting up the engine.

He raced the bus towards the robot - which now had its back to him and the bus, while firing lasers up into the air. It then however turned around and began firing lasers at the bus, hitting the front of it, but then one blast hit the back, making it leak fuel out onto the road.

"Oh, no!" Cath gasped, spotting it.

Raph kept driving the bus towards the robot, when it fired another blast, hitting the bumper, and making it flip through the air and landed on its roof, before it skidded along the road.

"AH!" Raph yelped.

The bus then banged into a wall before it stopped skidding.

"Uh!" Raph moaned.

"NOOOO!" Cath cried.

"Raph!" Leo called.

He jumped over the debris, and then ran towards the bus. Once he got there, he put one of his swords in the doorway, and then pried it open.

"Raph, are you alright, bro?" Leo asked.

"Yeah, I think so." Raph replied, still sitting in the driver's seat.

"Well, you don't deserve to be!" Leo snapped, approaching him. "That hothead move nearly got your shell waxed!"

The fuel from the bus kept leaking, and then the robot stood near it. It then fired a laser at it, setting fire to the fuel, which went straight towards the bus.

"Oh, so it's okay when _your_ mistakes blow up in our faces?!" Raph snapped, as Leo tried to pull him free.

"Getting involved in this gang war wasn't a mistake!" Leo argued.

"Right? This was a noble heroic effort?" Raph said sarcastically. "Thank you, Leonardo. The streets are so much safer now 'cause of you!"

"Even Elisa's starting to see my point, Raph!" Leo snapped.

"Oh, really? Well that makes her a fool as well!" Raph snarled.

The fire got closer to the bus, just as their four siblings stared at it.

"Leo, Raph, get outta the bus, now!" Donnie called.

"Get outta there!" Cath cried.

On the bus, Leo pulled out one of his swords, and then sliced the bottom of the seat loose, freeing Raph.

"Ow!" he moaned, landing on his head. "Aggh!"

The fired got closer and closer to the bus, just as the two Turtles got out of it and ran away from it, just before it blew up.

"Ah!" they moaned, the impact knocking them off their feet.

"Whatever you do, don't say I owe you one." Raph said.

"You two okay?" Elisa asked, crouching near them.

"Yeah." they both replied.

"And you're a fool to believe Leo on this one." Raph added.

"Guys, save it for later, okay?!" Elisa snapped.

Nearby, Donnie and Cath were both holding a electric wire near some water, as Mikey stood near 2, 3, 5 and 6 of the Foot Elite.

"Mikey, heard the robot this way!" Donnie called.

"Heard 'em?" Mikey inquired. "You got it, Hoss. Yee-haw!"

He ran towards the robot as the four Foot Elite stared at him. The robot fired lasers at him, which he dodged by jumping, then the four Foot Elite began to jump towards the robot, making it back away.

"That's it...just a little closer." Cath said.

The robot then stood in the water.

"That's it." Donnie said.

He and Cath then put the electric wires into the water, shocking the robot as it began to short-circuit while they ran off, and then it fell onto its side.

"Nice work, guys." Mikey commented, before the Foot all turned to him.

"Destroy the Turtle!" 2 ordered.

Mikey jumped away from all the Foot, and then stared at them all.

"Yeesh. Some guys just can't take a complement." he said.

More Foot Ninjas arrived in the street, and then they all moved closer to Mikey.

"A lot of guys can't take a complement." he corrected nervously.

He turned around and ran into a alley, as a number of Foot Ninja began to chase him, as he put his Nunchucks away.

"Capt. America, eat your heat out." Mikey said, picking up a bin lid.

He tossed it at the Foot like a frisbee, hitting two in the chest.

"Ah!" they moaned, falling down.

Mikey back flipped onto a fire escape above him, and then saw another four Foot running towards him and it.

"Uh-uh-uh." he said, lifting up the ladder.

He then lowered it again, hitting one in the head, knocking him out cold. The rest all looked up at Mikey as he laughed, and then he turned around and ran off. He ran up the fire escape towards the roof, as one-by-one, the Foot began climbing after him.

Down below, the three eldest Turtles were staring at them all.

"Mikey needs help!" Raph gasped.

Laser blasts then make them all turn around, as the blasts just miss them.

"Uh!" Raph gasped.

They then all saw two more robots heading towards them all.

"Where the shell did they come from?!" Elisa exclaimed.

Raph brought out his Sais, and began deflecting some of the blasts.

In the van, both the Mob Boss and Stockman were watching the battle.

"I gotta admit, pal, when you deliver, you _deliver_." Boss chuckled. "Not _only_ do we take down the Foot, but those costumed freaks to Boot."

"A happy coincidence." Stockman assured, turning his head to Boss. "But one for which I came_ fully _prepared."

Boss took out his phone, dialed a number, and then held it to his ear.

"Yo, Weasel, it's me." he said. "Let the boys know we're smoking the completion. And when I say smoking, I mean _smoking_."

Outside, Raph and Elis both jumped to avoid more lasers from the robots.

* * *

Meanwhile, Mikey jumped from one rooftop to another, then ran along the second as a group of four Foot Ninja chased after him. They all began jumping towards him to catch up, as he ran towards a TV antenna. He pulled it off as he ran past it, then he turned around and threw it at the Foot as he kept running, hitting one in the chest and knocking him down, as the others all dodged it.

Mikey made it to the edge of the roof, and then jumped off it into an alley. The three Foot Ninja then jumped after him, but once they landed in the alley, they couldn't see Mikey anywhere.

Two walked down the alley, as the third looked around and scratched his head. One then opened up a dumpster bin, but couldn't see Mikey inside, as it was full of trash and a few flies. He closed the bin lid, then the second pushed open a door, which opened up, and then he motioned for the other two to follow him. He ran into the building, followed by the other two, as Mikey came out from under a blanket on a washing line.

"King size bedding. A ninja's best friend." he said.

* * *

Later, Karai's jet landed at a airport, and then the pilot parked it on the runway. The door then opened it, then a ramp lowered itself onto the runway, and then the shorter aide walked down it, as his headset radio beeped. He turned around as Karai - now wearing a Foot Ninja uniform, without the mask - and the taller aide appeared in the doorway.

"Mistress Karai, I'm receiving word that the ones you seek have been sighted." the shorter aide explained.

"Into the car, quickly." Karai ordered, as all three of them walked down the ramp.

* * *

Meanwhile, in the city, April's shop was now mostly repaired, but it still had a scaffold outside. Inside, April was sorting out a bunch of boxes, as Casey came over carrying a tray full of cups, mugs and tea pots.

"Hey, you really fixed this place up." Casey admitted impressively.

"Please be careful with that, Casey?" April asked, turning to him.

"What? Don't you trust me?" Casey asked, raising the tray up.

April got onto a stool. "About as far as I can throw you." she said, taking the tray.

"I'm game if you are, babe." Casey smirked, as April turned around and got off the stool.

"In your delusional dreams." April retorted, before she turned slightly, and saw Mikey in front of her. "Ah!"

She dropped the tray onto the floor, smashing all the antiques.

"Hey, April." Mikey said.

"Oh! Why do you _always_ do that?!" April frowned.

"It's a...ninja thing." Mikey replied nervously.

"Oh. What are you doing here?" April asked annoyed.

"Nothing. Just running from a bunch of Foot Ninja." Mikey explained. "The guys are I are in the middle of this big fight, and I-"

"Big fight?" Casey inquired rudely. "How come_ I _wasn't invited?"

"Whoa, whoa, whoa, whoa, whoa!" April said. "Michelangelo, you're telling me, you ran into _my _shop - my _new_, just fixed up after it was blown to pieces and brunt to the ground by a bunch of Foot Ninjas shop - because you're being chased by a bunch of Foot Ninja?!"

"Yeah. I was running, and...and... Oh, man, what a bonehead." Mikey said, feeling stupid as he slapped his head. "I can't believe I came in here. Sorry, April, I wasn't thinking. I'm gone."

He turned around and walked slowly towards the door.

"Hang on, Mikey." Casey said.

Mikey stopped and turned to him, seeing he was wearing his mask over his head, and his bag over his shoulder.

"I'm coming with ya." Casey said. "April, mind if we burrow your wheels?"

"Absolutely I mind!" April snapped, putting her hands on her hips.

"Then I guess Mikey and I can just stay here." Casey teased.

April gasped, before she took out her van's keys, deciding her new shop was more important.

"It's on the street." she said, tossing the keys.

Casey caught them. "Thank you." he said, before lowering his mask.

Mikey opened the door, and then they both ran out of the shop, as April stared at them both worriedly, her arms folded.

"Be careful." she said.

* * *

Back at the battle area, as the robots kept firing at the Foot and the other Turtles, a few Police helicopters arrived on the scene.

"What in blazes is going on down there?" one pilot wondered.

A Police SWAT van then showed up on the road, then its side door opened, and then the leader came out.

"I want this area secured now!" he ordered, pointing at a building, which his men ran towards. "Move into positions on the rooftops and bring up the heavy artillery."

On the ground, a Foot Ninja banged a robot in the head with his Bo, as the robot fired lasers at Raph and Elisa, but missed as they both back flipped away.

The SWAT team came out of the roof entrance and ran towards the edge of it. Once there, they all looked down and aimed their guns at the robots, the Foot and the five Turtles.

"On my mark..." the leader said.

Leo deflected some laser blasts with his swords, as Cath and 6 both dodged some more by diving away.

Unknown to the SWAT team, a few Purple Dragons showed up behind them, and then threw smoke gas bombs at them.

"Huh?" the team gasped.

They all coughed as the smoke came over them, then the Purple Dragons beat them all up, expect for the leader who came out of the smoke.

"Wh-what's going on?" he said.

Hun then whacked him in the back and knocked him out. He came out of the smoke as it cleared, him and the gang all wearing gas masks over their mouths. The gang - consisting of T.J., Spike, Ivan, Graham, Cliff, Hank, Vince, Blue-Face, Dragon Face, Riff, Baby Face and Two Ton - all stared down at the battle.

"Uh, oh." Raph gasped, turning to the rooftop.

Leo and Elisa turned around as Hun stood with his gang, as Donnie and Cath stood near a robot, while a Foot banged on its head. A number of the Purple Dragons - including Dragon Face, Spike, Ivan, Graham, Baby Face, Cliff and Hank all aimed the SWAT team's guns down at the battle.

"Leo, if we don't live though this, I'm holding _you_ personally responsible!" Raph warned.

"Dragons, take 'em down!" Hun ordered, holding a rocket launcher in his hands.

The thugs with the guns clicked them.

"Purple Dragons, let them know who we are!" Hun ordered, raising his rocket launcher above him.

The Purple Dragons with the guns began shooting at the Turtles, making them all turn around and run away, while putting their weapons away. Hun then aimed his rocket launcher and fired it, just as Raph turned and looked up.

"Look out!" he called.

He pushed the others away just before the rocket hit a car near them. Elisa turned and looked up, as Hun fired another rocket, just as all five of them got up. They then all jumped away before it hit some rubble from the warehouse.

"That was close." Cath sighed.

"Guys, we're in way over our heads." Donnie said. "We have to get outta here."

A horn beeping noise got their attention, making them all turn around, as a mini-van came racing towards them, dodging more of Hun's rockets. It then pulled over, then the side door opened up, showing Mikey on the other side.

"Somebody call a cab?" Mikey asked.

"Yeah!" his siblings all said.

"Alright." Leo said.

"Wahoo!" Elisa whooped.

They all hopped into the van as Hun stared at them all. He fired his rocket launcher again, but missed as Casey raced off the van off down the street.

"Awesome road warrior moves, Casey." Mikey remarked.

"Wahoo! You should see me at rush hour." Casey said.

Hun fired another rocket at it, but missed as one of the robots got in front of the van as Casey kept racing it down the street. The robot then stopped and looked up at the Purple Dragons and fired its lasers.

"Ah!" they all gasped, moving away before the lasers hit the building.

They all moved back, then Hun fired his rocket launcher, as the others fired the guns again, and then the rocket hit and destroyed one of the robots, as the other fired back at them.

In the van in the alley, Boss and Stockman looked at a small tablet screen, showing the robot's view, while the top half of the screen was static.

"What's going on out there?" Boss questioned. "Your tin cans are getting crushed!"

"A minor setback." Stockman assured, before he sat down beside Boss. "Although, perhaps a strategic retreat would be in order."

They both fastened their seatbelts, and then Stockman started up the engine, before driving the van away. He turned right and drove it down the street, as the Purple Dragons all watched.

"What's this?" Hun wondered.

He aimed and fired his rocket launcher at the van, but missed as Stockman skidded it past the rocket. He then drove it towards his last robot, as it turned around to the van.

"Well...isn't this ironic." Stockman gulped.

The robot fired its laser at the van, hitting the front left tire, making it jump and fall onto its right side. It skidded along the ground before it crashed into the warehouse's debris.

* * *

By sunrise, the Turtles and Casey were all hiding in an empty water tower on a rooftop, which composed of a few hammocks and other stuff, like a makeshift camp.

"So what's with the new digs?" Casey inquired.

"We couldn't risk leading anyone back to the lair, so we've been staying here." Leo explained. "It should be good enough for all of us until we figure out our next move."

"Next move?" Raph questioned. "You mean, like going home and forgetting all this nonsense?"

"We have to do something." Leo argued.

"Like what?" Raph argued.

"Oh, boy." Cath muttered, shaking her head.

Donnie shook his head, as Mikey face-palmed himself.

"Pour more fuel in the fire?" Raph inquired. "I'll say it before and I'll say it again, this ain't our fight!"

Mikey got onto one of the hammocks, as Elisa approached her two older brothers.

"You might wanna sit." Mikey advised Casey, as Cath sat on the other hammock, while Donnie sat on a crate. "This could go on for a while."

"Will you two just leave it!" Elisa snapped, pushing Leo and Raph back as she got between them. "I'm getting sick of hearing you two arguing about this whole fight!"

"Oh, yeah! You've told me you've taken _his_ side!" Raph snarled, turning to her, as Casey sat down.

"I haven't!" Elisa argued angrily. "I've just said I'm starting to see _his_ point, in how he _feels_ that is, you hothead!"

"Hothead?!" Raph argued, pushing her slightly. "You should talk! You get hotheaded as well, sister!"

"Stop it, both of you!" Leo snapped, pulling Elisa back.

Raph glared at hem both as Elisa gritted her teeth.

Unknown to any of them, Karai's shorter aide was crouched up on a roof nearby, looking at the water tower through a pair of binoculars, and a listening device.

"So whose fight is it, Raph?" Leo asked. "The innocent people caught in the crossfire?!"

"You can't save a whole city, bro! But you could make it worse by _trying_!" Raph argued. "Even you should know that, Ellie?!"

Elisa moved back slightly, not saying a word, as she didn't know what to say.

"So, we should just forget Bushido and our entire code of honor?!" Leo snapped, folding his arms.

"Where's your honor in sticking your nose where it don't belong?" Raph inquired.

The others all stared at them both, Elisa torn between who to side with, as she could see Leo's point about the innocent people getting hurt or worse in the crossfire, but also Raph's point about it not being their fight.

"Nobody asked you to come!" Leo snapped. "Nobody's forcing you to stay!"

The shorter aide climbed up onto the roof by the fire escape ladder, and then jumped onto the water tower.

"Back off, Leo, I'm warning ya!" Raph snarled, as the aide took out a small bomb.

"Who needs you, hothead!" Leo snapped, as the aide armed the bomb.

"Yo, say the word and I'm outta here." Raph said, as the aide planted the bomb and jumped away from the water tower.

"Since when do you need_ my _permission?!" Leo inquired.

"You know what, _you're_ right." Raph admitted. "Good luck in your one Turtle crusade, Leo. Just try not to get these other guys iced."

He approached the door, and then turned to Elisa.

"You coming or what?" he asked.

Before Elisa could answer, the bomb went off, blowing open the bottom of the water tower.

"WHOA!" everyone gasped, as they fell from it.

The Turtles managed to land on their feet, while Casey landed on his butt, and then fell onto his belly.

"Whoa!" he gasped, as they all stared at Karai's aides.

Karai herself then jumped onto the roof and landed in front of them with her sword out, landing crouched down.

"I believe we have a few matters to discuss." she said, as the Turtles - expect Raph and Leo - brought out their weapons.

"Who are you?!" Cath demanded, angrily at what her aide had done.

"My name is Karai, and I am here to restore order to the Foot." Karai explained.

"I got your order right here, lady!" Raph snarled, bringing out his Sais, as Casey brought out his bat.

"Stand down, Raph!" Leo ordered, as Casey lowered his mask.

"No!" Raph snapped, pointing his Sai at him. "I'm sick of being everyone's punching bag! And I'm really sick of taking orders from you!"

"I said, stand down, Raph!" Leo repeated.

"HYAH!" Raph yelled, as he dived towards Karai.

"Raphael, no!" Elisa bellowed.

Karai jumped up and threw a chain at Raph, which hit him and knocked him down and knocked his Sais out of his hands.

"I'll give her this, she's fast." Cath admitted quietly.

"Yep." Elisa agreed, nodding.

"Uh!" Raph grumbled, sitting up.

Karai dived towards him and raised her sword up.

"NO!" Leo gasped, getting between them.

He blocked Karai's sword with his own, locking them together, and then he grunted as he tried to push her back. Karai then pulled back and then back flipped towards her aides. Both her aides then charged at the Turtles and Casey, as they all charged back at them, Leo trailing behind.

Donnie spun his Bo around himself, then held it in front of him as he got ready, as the short aide landed in front of him. Donnie tried to whack him with his Bo, but missed as he flipped forward and landed on his hands near the roof entrance. Donnie tried to whack him again, but he flipped forward onto his feet, and then rolled away as Donnie tried to whack him again. The aide then rolled past Donnie as he tried to whack him again, before they stared at each other, then Donnie spun his Bo before he tried whacking the aide again, but missed as he dodged and ran around him.

Donnie turned around as the aide got behind him, then tried to whack the aide with his Bo, but the aide grabbed his Bo and then kicked him away, making him land near Cath and Casey.

"Let me try. Goongala!" Casey shouted, as he charged at the aide.

The aide threw away Donnie's Bo, then dodged as Casey tried to whack him with his bat, before they turned to each other, and then the aide head-butted him in the chest.

"Uh!" Casey moaned.

The aide then kicked Casey in the face, knocking him out.

The aide then ran towards Cath as she spun her Tonfas, then she tried to whack him with one, but missed as he dodged and ran around her. She turned around as he got behind her, then she tried to kick him, but he grabbed her foot, and then lifted it up, flipping her backwards onto her shell.

"Ugh!" she moaned.

Mikey spun his Nunchucks as he stared at the taller aide, then began trying to whack the aide, but missed as he dodged the first, then ducked under the second, and then jumped to avoid the third. The aide then grabbed the Nunchucks and then pulled on them, pulled Mikey around him and onto his chest.

"Whoa!" Mikey yelped.

Elisa then landed in front of the aide and charged at him. She then tried to slash him with her Kamas, but missed as he ducked from the first slash, and then dodged the second. He then grabbed her arm as she tried to slash him a third time, and then he kicked her in the chest, sending her flying across the roof.

"Ahh!" she gasped.

Casey charged at the aide.

"Yo, pal, you're making me mad!" Casey bellowed, trying to whack the aide over the head with his bat as he charged at him, but missed as the aide ran around him.

Casey turned around to whack the aide again, but missed as he ran around him again, and then kicked Casey in the chest.

"AH!" Casey moaned, as he landed near Mikey. "Oh! Ah, come on!"

They both got up and charged at the aide, then both tried to whack him at the same time, but missed as he flipped forward and landed near the water tower, while turning to them. He then ducked as Casey tried to whack him again while spinning around, then ducked under another two whacks, then the aide jumped as Mikey tried to whack him with his Nunchucks.

"Hyah!" Mikey yelled, trying again, but missed as the aide jumped away. "He's gotta have a weak spot."

They both charged at the aide, but he split kicked them both, sending them flying away.

"AH!" they moaned, hitting the water tower.

Mikey landed on his chest as Casey hit his back against support, and then they both moaned.

"Or not." Mikey took back.

Leo and Karai slashed their swords together six times, before they both moved around each other. They kept slashing their swords together, before Karai tried to slash Leo, but he blocked it with both his swords, locking them all together. They both grunted, before Karai kicked Leo in the chest, knocking him down and away, as Casey showed up near him.

"Here, let me." Casey said, before he charged at Karai.

"Casey, no!" Elisa called, crouching near Leo once she got to him.

"Goongala!" Casey bellowed, ignoring her.

Karai threw her chain at him, which wrapped around his legs, before she pulled on it, knocking him onto his back.

"You blockhead!" Elisa exclaimed, as Raph came to Casey's side.

Raph then jumped up and dived towards Karai, who back flipped onto the top of the roof entrance before he could stab her with his Sais. Raph growled as he looked up at her, then pulled his Sais free, as Cath ran towards Leo and Elisa.

"You guys okay?" she asked, helping Leo up.

"Sorta." Leo replied, as Elisa nodded.

Mikey and Donnie both spun their weapons around while staring at the two aides.

"Let's try switching opponents this time." Donnie suggested.

"Couldn't hurt." Mikey commented, before they charged at the aides.

He then tried the whack the shorter one with his Nunchucks, but missed as he back flipped away. The tall one then dodged as Donnie tried to whack him, then he grabbed Donnie's Bo, then spun him around.

"Whoa! Uh!" Donnie moaned, hitting the ground.

The short aided dodged as Mikey tried to whack him three times.

"Hey!" Mikey complained.

He tried to whack the aide again, but missed as he jumped over his Nunchuck. Mikey tried to whack him again, but missed as he jumped against the water tower's support, and then kicked himself away from it. Mikey put his Nunchucks under his arms as he turned around and looked around nervously.

"Huh?" he muttered, looking up.

The aide dived towards him and kicked him with both feet, sending him flying towards Donnie.

"Whoa!" he yelped, before landing on his shell.

Both brothers sat up, and then Mikey rubbed the back of his head.

"Uh. On second thought, maybe it could hurt." he took back.

Raph and Karai both circled each other on the roof entrance, then Raph blocked Karai's sword with his Sais. He then pulled them back, then rolled forward as she ran around him, then she threw a chain at him, wrapping around his right hand.

"Uh!" Raph gasped, dropping his Sai as Karai pulled his hand forward.

He began to pull back, when Leo and Elisa both jumped up and sliced the chain with their weapons, freeing Raph, who fell off the roof entrance and onto his shell. Karai then back flipped off the entrance, as Leo stared at her, while Elisa ran towards Raph.

"You okay, Raph?" Elisa asked.

"Yeah, I'm fine!" Raph huffed, pulling himself up.

Leo then ducked as Karai tried to slice him, then blocked another with his swords, before throwing hers away.

"Ah!" Karai gasped.

They both turned to the sword as it landed on the roof, digging into it.

Karai then back flipped away, and then threw a chain at Leo, pulling one of his swords out of his hand, where it then skidded along the roof. She then threw the chain back at him, but he sliced off the end with his sword. He then ducked as she threw the rest of the chain at him, but then she jumped and kicked him in the chest, sending him flying along the roof, landing on his knees.

Leo pulled himself up just as she jumped up and dived towards him. He then kicked her in the chest when she got close, sending her flying towards the edge of the roof.

"Uh!" she moaned, landing on her back.

Leo got up and approached her, as she seemed to be out cold, as Casey his five siblings gathered around him.

"Careful, Leo." Cath cautioned.

Karai then kicked Leo in the chest, knocking him down onto his shell, then she picked up her sword, and then pounced onto him, landing on his chest.

"Now, I came here to discuss a matter with you." Karai said, holding the sword near Leo's face. "And discuss it, we shall - with or without your leader. It is your choice."

Leo grunted as the others looked at him and Karai, not knowing what to do.


	16. City at War Part 3

**A/N: Please read and review?**

* * *

Leo and Raph glare at each other on a rooftop, as Elisa stands between them both.

_Raph: You know, lately, Leo's been real a pain in my shell._

Stockman's large robot fires lasers at the Turtles and a few Foot Ninjas, as they all stand together.

_He's on this whole kick about how we're responsible..._

The Turtles and the Foot begin fighting another two robots - expect Mikey. A Foot banged on ones head with his Bo, as it fired lasers at Raph and Elisa, but missed as they back flipped away.

_..for the fact that the entire city seems to be at war._

_The Purple Dragons, the mob, and the Foot Ninjas..._

The screen splits into three, Hun and the Purple Dragons in the bottom, the Mob and Stockman at the top, and the Foot and Foot Elite in the middle.

_..are all squabbling over the pieces of the Shredder's empire now that he's gone..._

The Turtles and Splinter all run towards the Transmat device, as the Utrom implosion device counts down.

_..and Leo says it's_ our_ fault..._

Utrom Shredder pounced towards them as the Transmat dematerializes them all away.

_..'cause we're the ones that knocked out..._

Shredder lands on the other side of the Transmat, just as the implosion device blows up.

_..the Shredder in the first place._

The T.C.R.I building blows up.

And for some reason...

A Foot Ninja jumped onto the roof of the robot, as Raph, Mikey, Elisa, 3 and 5 began whacking or slashing their weapons against the robot.

_..he thinks we're responsible..._

It then fired its lasers at another Foot, sending him flying away as the lasers hit the ground in front of him.

_..for a whole lot of..._

A bus then skidded round the corner of the warehouse and then drove down the street.

"AH!" the driver and passengers gasped.

_..innocent people getting caught in the crossfire._

The robot fired lasers at the bus, hitting the front bumper several times.

"Ah!" the driver gasped, as he turned the wheel.

The bus turned left as it skidded to a halt.

_To make matters more confusing..._

Raph and Leo argue with each other.

_..Elisa doesn't know if..._

Elisa gets between them and snaps angrily.

_..Leo's right or wrong here, even after..._

The three of them stand in the warehouse, before the roof collapses on them.

_..we nearly got our shells kicked._

All six Turtles and Casey stand near a water tower on a building, staring at Karai's two aides.

_And just when the whole deal couldn't get any crazier, this..._

Karai lands in front of her aides, and points her sword at Casey and the Turtles.

_..new wild card shows up and actually manages to make things worse._

Leo charges at Karai, and then they slash swords together twice, then Leo blocks hers with both of his. Karai then kicks Leo in the chest, knocking him onto his shell, and then she pounces and lands on him, pinning him on the roof.

"Uh!" Leo moaned.

Karai then points her sword at his face, as Casey and the other Turtles stare at them.

_The only good thing I can say about Leo right now is, when he picks a fight, he really picks a fight._

* * *

Karai kept her foot on Leo while staring at Casey and the other Turtles, who all glared at her.

"Drop your weapons?!" she ordered.

Raph gritted his teeth as Elisa frowned, while the others just stared at her, as Leo tried to get up. Raph then huffed while spinning his Sais around, before crossing them over.

"I said, drop your weapons?!" Karai repeated, lowering her sword closer to Leo's face.

Donnie turned to Mikey, Cath and Casey, and then they put their weapons down, followed by Casey's bag. Elisa sighed and then threw her Kamas down, seeing Karai was serious, but Raph kept hold of his Sais.

"Uh, Raph, didn't you hear the _nice_ lady with the knife?" Donnie asked.

"Don't...do me any favours, Raph." Leo said.

Raph glared and kept hold of his Sais.

"Raph, put them down, now!" Elisa growled.

Raph then tossed his Sais up, then caught them by the point end, before tossing them away, landing inches away from Leo.

"Good." Karai said. "Perhaps now we can talk."

"Oh, you wanna talk?" Donnie inquired sarcastically, as Raph backed away. "'Cause I kinda got the idea you wanted to kick our shells."

"If I had wanted to _destroy_ you, you would not be _alive _to talk." Karai counted.

"She has a point, Don." Cath noted.

"Okay, let's talk!" Leo grunted, getting Karai's attention. "But it's going to be difficult, with your Tanto at my head."

Karai pulled her sword back, got off him and backed away, seeing his point. She put her sword away, as Leo got back to his feet, when Raph suddenly flipped forward.

"Raphael, no!" Elisa exclaimed angrily, as he pushed his hands against the ground, and then flipped forward.

He then landed near his Sais, then picked them up and dived towards Karai, when Leo pulled out one of his swords, then got between them, and blocked Raph's Sais with it.

"Raph, no!" Leo grunted. "I gave her my word of honor!"

"Your honor?!" Raph questioned, before they pulled back. "Bro, you are really getting under my shell?!"

"Come on, Raph. Let's hear what the pretty ninja lady has to say." Casey suggested.

Raph huffed, then growled, when Elisa got in front of him.

"You need to clam down, Raph!" she snapped. "You're going way outta line!"

Raph huffed as she turned around to Karai and her aides.

"As I told you, my name is Karai." Karai began.

Her aides both got in front of her, then turned and bowed before her. The tall one then took out a gold medallion out of his shirt, and then gave it to her.

"And I command the Foot Clan in Japan." Karai explained, showing everyone the medallion, which had the Foot symbol on.

Her two aides turned around to Casey and the Turtles.

"I am here to restore order to the New York faction of the Foot." Karai explained. "When you...Turtle people destroyed the Shredder, you threw this city into chaos. We in Japan had hoped all parties would _destroy _each other, like a snake that consumes itself."

She turned around and walked towards the edge of the roof, as her aides stood up, while the Turtles picked up their weapons and put them away.

"Leaving the City once again under the Foot's control." she went on. "But we did not expect the City to be consumed in the process. If the Foot is to regain control of its New York operations, I will need your help."

"We done talking yet?" Raph asked, pulling his Sais up, before twirling them around. "It is time to fight?"

"Cool it, bro!" Elisa snarled, touching his left arm.

"You are imprudent!" Karai snapped, turning to Casey and the Turtles, before pointing at Raph. "If you were my retainer, I would have you beaten!"

"Ho, ho, yeah." Raph sneered, charging at her, before Elisa grabbed his arm and got in front of him. "You're Foot alright. You even sound like the Shredder."

"Back off, Raph!" Elisa snarled, pushing him back.

"Lady, even if we wanted to, I don't see _how _we can help you." Donnie said. "This war's outta control. We're kinda in over our heads as it is."

"Yes, I know." Karai said. "But I have a plan to stop this war."

"Then why do you need us?" Leo inquired.

"All plans must have their...contingencies." Karai explained. "Make your decision?"

She turned around and walked away, as Leo turned to the others.

"Well, what do you think, guys?" he asked.

"I think she can swim her butt back to Japan." Raph said.

"I think she's perfect." Casey argued, as Leo walked back towards the others. "Looks, brains, and she's a ninja."

"Hey, what am I?!" Cath asked, offended.

"Well...you're those and a Turtle." Casey stuttered.

"Ah!" Cath huffed, folding her arms.

"You don't see me complaining." Elisa whispered.

"Yeah, well, you're _not_ smart like I am." Cath argued quietly.

"I wonder what she means by...contingencies?" Mikey wondered.

"She means, we're Plan B." Leo explained.

The others turned to Cath.

"He's right." she answered, sighing, knowing what they were gonna say.

"Well, there seems to be one thing missing from this acquisition." Donnie pointed out, before turning to Karai. "Uh, excuse me, what's in it for us?"

"Three things. 1: You can save New York from being torn apart." Karai explained, as she walked towards them. "2: You can free your streets from the Purple Dragons and the Mob. And 3: The Foot and the Foot Elite and honor bound to slay the one who defeated their master."

"Come again?" Elisa asked, confused.

"They shall destroy you, your master, and your comrades. " Karai began, as she pointed at them, before she turned and walked away. "But if you help us, there will be _no_ revenge for the Shredder's destruction."

Casey and the Turtles all gathered together in a huddle. (Both girls were between Leo and Casey)

"Listen, this is the chance we've been looking for." Leo said quietly. "We can set things right. It may be a deal with the Devil, but at least it's a devil we _know_. I say we play along for now."

"The Turtles team up with the Foot?" Donnie questioned disgusted. "It sounds crazy."

"Not to mention weird." Cath shuddered.

"I don't know, Leo." Mikey shrugged.

"AH! I've heard enough!" Raph growled, gritting his teeth. "There's _no way _I'm teaming up with Little Miss Foot."

"Raph, listen to me, we all know this thing's _too big_ for us to fix." Leo said.

"Listening to _you_ is what got us into_ this _mess in the first place!" Raph snarled.

Elisa turned from one to the other.

"We have to take this opportunity!" Leo argued.

"Oh, is that the _honorable_ thing to do?!" Raph inquired rudely.

He then walked off as the others all stared at him.

"You guys can be the Foot's little toes if you want to, but _not_ me! I'm outta here." Raph said, before turning to the others slightly. "You coming, Case?"

"You know, Raph, I was always taught, you fix your mistakes." Casey said. "I'm staying."

"What about you, Elisa?" Raph asked. "You made you decision yet?"

"Yes." Elisa said. "I'm staying too."

"Huh?" Raph muttered.

"I've made _my _choice, Raph." Elisa said. "I'm staying with Leo with the others."

"Whatever." Raph snarled.

He turned and ran off, before he jumped off the building.

Karai approached the others as they all turned to her.

"Well?" she inquired.

"We accept your offer of alliance." Leo said, bowing with his hands.

"But no funny stuff?" Mikey requested.

"We've never had much reason to trust the Foot before." Donnie explained.

"And we've got _good _reasons for_ that_." Cath added.

"Well, the Foot has never had to ask for aid before." Karai explained, bowing with her hands. "Now, let us begin. We haven't much time. Listen closely."

* * *

That night, on the other side of the City, all six members of the Foot Elite ran along a rooftop, then jumped off it and landed on another - first 2, then 5, 4, 3, 6, and then 1. They all then looked up, and gasped at a familiar figure on another rooftop, who they thought was dead.

"Master?!" 1 gasped.

The figure was the Shredder himself, who laughed evilly.

"Master, you're alive?" 1 gasped. "But how?"

"That is of no importance." Shredder replied. "Follow me!"

He turned and walked away, as the Foot Elite all turned to each other.

"Our master has returned." 3 said, as a bunch of Foot Ninja appeared on the roofs behind them.

"The Shredder will once again rule." 5 said.

Shredder jumped off the roof he was on, then landed on another, before turning around, seeing all the Foot following him. He then turned around and ran off, as he had more to do.

* * *

In another part of the City, near the old ruined warehouse where the battle took place yesterday, Stockman and the Mob Boss were_ still _inside the van, which was _still_ on its right side.

Stockman then used his Exo-Suit's hands to punch open a large hole in the truck, and the he stepped through it and onto the street.

"I'm alive." he said. "Alive. Once again, I have made a fool of fate."

Boss then stepped out of the van.

"I thought we were gonna sleep with the fishes for sure." he said, buttoning up his suit. "Let's get back into the fight."

He turned and walked off while cracking his knuckles, before Hun and a bunch of the Purple Dragons got in front of him.

"Uh-oh." Boss muttered.

Stockman turned to the gang and gulped. Among those there were Dragon Face, Two-Ton, Spike, Ivan, T.J., Vince, Hank, Cliff, Graham, and Blue-Face.

"Uh, how you doing, boys?" Boss stuttered.

Hun grumbled while resting his rocket launcher on his shoulder.

"Ah!" Stockman gasped, horrified. "Huh?!"

"Don't worry. I'll make 'em an offer they can't understand." Boss whispered, before turning back to the Purple Dragons. "Gentlemen...Whoa."

He looked up and saw the Shredder standing on the rooftop behind the Purple Dragons.

"Oh!" Stockman gasped, staring at the Shredder. "The Shredder?!" He began pacing around worriedly. "I'm doomed! I'm doomed!"

Hun and the Purple Dragons all turned around to the Shredder.

"Master!" Hun gasped.

"I have work for you to do!" Shredder bellowed.

He turned and ran off, as Hun began walking down the street.

"Purple Dragons, follow me!" Hun commanded, as Dragon Face gritted his teeth.

He and the rest of the gang then followed Hun.

"They're leaving?" Stockman questioned, jumping for joy. "We're going to live. We're going to live!"

Just then, two cars skidded around a corner, and then stopped near them both. One then opened up it's front door, and Weasel stepped out.

"Weasel, the Shredder's back." Boss explained, before getting into the car. "Seems the guy don't know when to stay in the morgue."

Weasel closed the door, and then got in behind Boss.

"We are gonna own this City no _matter what_." Boss said. "Let's just see if we can put that guy down for _good_."

Both cars then sped away, leaving Stockman all by himself.

Shredder then jumped off a rooftop and landed on another, as the Foot Elite all followed him. The Purple Dragons meanwhile all ran along the street after him, as the Mob's cars raced past the whole gang.

* * *

Later, in the Shredder's skyscraper, the Turtles who agreed to help Karai, along with Casey, were all waiting in the room at the top of the tower. Shredder then came running in through the door himself, but then stopped front of them all.

"So?" Donnie inquired.

"Ha. They have all taken my bait and are following me here. They shall arrive within minutes. They are in..." Shredder explained, taking his helmet off, reveling himself to be Karai in disguise. "..for a surprise."

"Nice voice synth technology." Donnie remarked.

"Yeah, impressive." Cath remarked. "You sound just like the Shredder."

"Hearing the Shredder's voice gives me the shivers." Mikey said, shaking.

"I don't see how you can serve someone as evil and dishonorable as the Shredder." Leo said.

"Yeah, me either." Elisa said. "You don't act like him at all."

"You only knew the Shredder as a merciless enemy." Karai sighed. "But I knew _another_ side of him."

**(Flashback)**

Oroku Saki walked down a street in Japan during a rainstorm, using an umbrella to keep it off him.

_"It was _he_ who discovered me many years ago in Japan, after my parents had abandoned me."_

Saki stopped near a house, as he heard some glass breaking. He turned to the house, then pulled open the door, and saw young Karai sitting there, looking angry.

_"He took me into his home."_

In his dojo in Japan, Saki jumped and landed on the floor, then he and Karai sent a bunch of punches forward.

_"He allowed me to train alongside him..."_

Both Saki and Karai spin around and do a side kick.

_"..and thus I learned the art of ninjutsu."_

Both Karai and Saki lower their arms and rest.

A teenage Karai held up a Bow and Arrow, and then aimed the arrow at Saki.

_"I respected him, and he trusted me."_

Karai fired the arrow, followed by four more, but Saki knocked them all away with his forearms.

An adult Karai bows before Saki, who holds a sword in its holder.

_"To me, he was Oroku Saki."_

Saki pulled the sword out of its holder slightly, before pushing it back in.

_"He was more than just my master."_

Saki hands Karai the sword, who took it, as he smiled.

_"He became my father."_

**(Flashback ends)**

The five Turtles and Casey were surprised by Karai's story, since the Shredder they knew was completely cold-blooded and heartless.

"It was his _destiny_ to find me." Karai explained. "It became my duty to serve him, as it became your fate to slay him."

Her two aides came up behind her.

"Thus, we are all servants of fate." Karai finished.

"I'm not so sure." Leo said. "Master Splinter says, we are free to decide our own paths. That our lives are dictated by our choices."

"They are here, Mistress." the short aide explained.

"Looks like your plan is working." Donnie noted.

"So far." Karai corrected. "But one must always plan for the unexpected."

"That's why we're here?" Leo assumed.

"Yes. Now conceal yourselves, and let us see what fate awaits us." Karai said, as the Turtles and Casey all turned and ran off.

She put her helmet on after the six of them had hidden themselves up in the supports above them, then her short aide handed her a sword.

"Prepare yourselves!" she ordered in Shredder's voice.

Her two aides took out their swords, as Boss, Weasel and a members of the Mob stepped into the room in front of them.

"Steady, boys." Boss advised, holding a RPG while his men all aimed a gun at them.

Karai and her aides then turned around, and saw Hun and members of the Purple Dragons coming in behind them. The members were Dragon Face, T.J., Cliff, Graham, Blue-Face, Hank Two-Ton, Spike, Ivan, Sunny and Vince. They all aimed their guns at the aides - in Hun's case, his rocket launcher - when several Foot Ninja jumped in through the windows on the left side of the room, and then the Foot Elite appeared out of nowhere in a puff of smoke in front of the Foot Ninja.

On the right side of the room, Casey and the five Turtles were all looking down from a support beam. (Both girls were between Donnie and Leo)

"You know, this plan kinda stinks." Mikey said, as the others turned to him. "What are we suppose to do again?"

"Well, if Karai's plan works, nothing." Donnie explained.

"She'll get the Foot and Hun to wipe out the Mob, and then she'll get the Foot and the Dragons to stand down." Leo explained. "The war will be over."

"That sounds good." Mikey said.

"Yeah, if the Dragons will willingly obey her and Hun." Elisa corrected. "The way Dragon Face looks, I don't think he'll listen easily."

"So if her plan doesn't work?" Mikey inquired.

"Then it's us against all of them." Leo explained.

"Like I said, this plan kinda stinks." Mikey said.

"For once, I agree with you." Cath said. "I'm getting a bad feeling about this."

"This war is at an end!" Karai announced. "I have returned to assume control of the City!"

"Master Shredder, we thought you were destroyed." 1 said, before he and the other Foot Elite all bowed their heads. "We serve you always."

"Master, I remain your servant, as will the Purple Dragons." Hun said, bowing his head.

"Good. I command you to rid me of this pestilence!" Karai commanded, pointing her sword at the Mob.

"Yo, wait a minute." Dragon Face snarled. "This ain't _right_. We wanna_ take over_ Shredder's turf. Not get it _back_ for _him_!"

"Traitor!" Hun growled, aiming his rocket launcher at him. "You dare?!"

"Shredder, we have a saying in our family, but you'll _never live_ to hear it!" Boss sneered. "Fire!"

He fired his RPG, as his men fired their guns at Karai and her aides, who deflected the bullets with their swords, as the rocket missed. Some bullets went past them however and nearly hit the Purple Dragons.

"Purple Dragons, take 'em out!" Hun ordered.

"Forget Hun!" Dragon Face bellowed. "Every man for himself!"

Hun fired his rocket launcher while several of he Purple Dragons - Spike, T.J., Blue-Face and Graham - all fired their guns.

"Go! GO!" Boss ordered, as Weasel ducked slightly.

He fired another rocket from his RPG, as the Foot Elite and some Foot Ninja, all surrounded and formed a circle around Karai and her aides.

"Foot, protect your master!" 1 ordered, before he deflected a few bullets with his twin-bladed sword.

Spike fired an RPG at the Mob, just missing four of them as they ducked and hit the wall, which then fell on top of them.

Graham's gun then got shot out his hand, as T.J. backed away slightly.

"Ah!" Graham groaned, touching his hand.

"AGH!" Hun growled, firing his rocket launcher.

The rocket hit the floor near three of the Mob, knocking them back against a wall.

"Uh!" they moaned.

Some of the bullets deflected by the Foot went up towards the ceiling, making the Turtles and Casey jump onto another support. Leo, Donnie and Elisa all jumped off one and landed on another, before a rocket blew up the middle of the first.

"Yo, Dragon Face, catch!" Hun shouted, turning to him.

He fired his rocket launcher at Dragon Face, who dived away before it hit him, making it hit and smash a window. Dragon Face gritted his teeth as he got up, and then fired an RPG at Hun, who fired a rocket before it hit him, creating an explosion which knocked him off his feet, along with some of the Purple Dragons.

"AHH!" Hun moaned, as smoke filled every inch of the room.

Once the smoke cleared, every member of the Purple Dragons moaned while lying on the ground. Boss - who was hiding behind some debris - turned to his men, and saw them all lying down and moaned, including the ones trapped under some rubble.

Up above, Casey and the five Turtles all stared down at the scene - Cath being on Casey's left, and Elisa being on Donnie's right.

"Looks like her plan is going to work after all." Leo said.

"Hey." Boss said, holding up one of Shredder's fireball bombs. "I almost forgot, Shredder. Here's a little present from your old friend, Baxter Stockman."

He threw the ball towards Karai and the Foot, as he and his men all took cover.

"Sayonara!" Boss said.

The bomb hit the floor right in front of Karai before blowing up, knocking her and the Foot Elite off their feet.

Karai's helmet then fell off as she landed on her back, showing everyone who she was, as it landed near Hun.

"Ah!" he gasped.

He bent and picked up the helmet, seeing the synth voice technology inside.

"Master?" he said confused.

He stared at Karai as her two aides helped her up.

"Karai!" he snarled.

1 then approached her angrily, as the rest of the Foot Elite stared at her.

"To impersonate our Master...is sacrilege." he sneered, getting ready to throw his twin-bladed sword. "You dishonor him!"

"Looks like it's time for Plan B." Leo said.

Casey and the five Turtles then jumped down from the supports, and then landed in on the floor.

Donnie landed behind 2 and 4, then dug his Bo into the floor, before split kicking them both in the back, knocking them away.

Cath landed behind 5, and then pounced on him, hitting him and knocking him down with her Tonfas.

Elisa landed behind 6 and then butterfly kicked him in the back, knocking him away.

Two Foot Ninjas charged at Leo, who then sliced their weapons in half, before he split kicked them both. He then rolled away as 3 tried to hit him with his Axe.

Mikey spun his Nunchucks around, then then tripped two Foot Ninjas up with them, knocking them onto their backs.

Karai's two aides ran towards 1, who then ducked as the tall one tried to slash him, before kicking him away. 1 then blocked a slash from the short one with the handle of his twin-bladed sword, before kicking him in the belly.

"AH!" Shorty moaned, as he went flying away.

Five Foot Ninja all surrounded Karai, then she blocked a slash from one with her sword, before she turned and kicked another in the chest as it came at her. She kicked the first away, then turned and sliced the third's sword in half.

Two more then charged at Donnie and Cath, then Donnie used his Bo to blocked one's Kamas, as Cath blocked the other's Bo with her Tonfas. Donnie then moved his Bo, sending the first flying away as he whacked it slightly, as Cath bent back onto her shell, and kicked the other in the chest as she pulled it down, sending it flying across the room.

Hun fired his rocket launcher at Leo, who dodged and made it hit a wall near the banner in the back of the room.

Three Foot Ninjas then fired poison darts at Casey.

"Whoa!" he gasped.

He swung his bat around, catching all three darts in it, which he then checked after checking his chest.

"Wahoo!" he whooped, before a Foot kicked him in the chest, knocking him down. "AH!"

Mikey turned around as one came up behind him with a Bo, then he whacked its Bo up with one of his Nunchucks, before whacking the Foot in the chest with the other. Another Foot then came up behind him and whacked him in the shell with a Bo.

"AH!" Mikey yelped, landing on his chest.

Elisa blocked two Foot's swords with her Kamas, then split kicked them both, sending them flying across the room.

Karai jumped and dived down towards another, who blocked a slash with its sword, before she slashed him across the chest, knocking it away. Another then came at her from behind as she turned around, as it wrapped a chain around her waist. Nearby, Leo blocked ones Bo and another's sword with his own swords.

The Tall aide tried to slash 1, but missed as 1 dodged, got behind him, and then hit him in the back with the back of his hand. He then dodged a slash from the Short aide, and then slash him down the back, knocking him away.

A Foot Ninja then threw a net at Casey from behind, trapping him.

"HEY!" Casey complained, waving his bat around.

He then fell over, as the Foot surrounded him, the five Turtles, Karai and her aides.

"Okay, we're outnumbered, out-weaponed and surrounded." Mikey said nervously. "What do we do now?!"

"We make peace with ourselves and prepare our bodies for destruction." Karai answered, making him gasp.

"Not helping him." Cath muttered annoyed.

Some of the Foot then stepped aside, allowing the Foot Elite to get in the circle.

"Funny how you_ didn't _mention that _part_ of the plan earlier." Mikey said.

"I don't think it _was part _of the plan." Elisa reasoned.

"Mistress, you must leave immediately!" the Tall aide said.

"No! I will _stay_ here and see this through." Karai argued.

"The Shredder may have raised you, Karai, but you're _nothing_ like him." Leo remarked.

"How so?" Karai inquired.

"You understand honor." Leo explained.

Karai smiled.

"You're the exact _opposite_ of him, Karai." Elisa commented.

"Hun, eliminate them all!" 1 ordered, turning to the Purple Dragons. "And we will not _forget_ your help when the Elite controls New York City."

"That's the _first_ thing I've heard since this stupid war began that makes _sense_." Hun smirked.

He aimed his rocket launcher at Karai, her aides, Casey and the Turtles, as the Foot Ninjas backed away, and then he grinned as they gasped. He was about to fire it, when a Shuriken came flying towards him, hitting the launcher.

"Ah!" Hun gasped, as sparks came out of it.

Spike, T.J., and Two Ton all turned and ran off as Hun threw the launcher away, landing near some Foot Ninjas. The Foot then all ran off before it blew up, creating a big explosion which knocked some of the Foot off their feet, while creating a big smokescreen.

Some of the Foot then stood up amongst the smoke, when one was pulled down and then knocked out.

"AH!" the second yelped, getting pulled down.

The third then followed, before they were both knocked out, and then another three were kicked out of the smoke.

"AH!" they yelped.

The Turtles, Casey, Karai and her aides all saw a shadowy figure with Sais coming out of the smoke, before it came out, and revealed itself to be Raph.

"Hey, guys." he said. "Miss me?"

"Raph!" his siblings all gasped.

"Alright." Mikey said.

"Wahoo!" Elisa whooped.

All of the Foot Elite - expect 1 - then began charging at them all.

"I thought you were sitting this one out?" Leo inquired, as the Turtles charged at the Foot Elite.

"So did I?" Elisa inquired.

"Well, I clamed down..." Raph began, ducking as 4 tried to whack him with the pole end of his spear. "..thought about it..."

He dodged as 4 tried to whack him again, and then ducked as 4 tried to slash him with the pointy end of his spear.

"..and realized I was..."

He ducked as 4 tried to whack him again, who then raised his spear above him, before Raph back flipped and kicked him in the jaw, knocking him away as Raph grabbed his spear.

"..being an idiot."

"You did that..." Mikey inquired, landing in front of 2, before whacking up upwards with his Nunchucks, sending him flying away. "..all by yourself?"

"Really, Raph?" Cath inquired, as she corkscrew kicked 6 in the chest, knocking him down and away.

"Well..." Raph said, before kicking a Foot with both feet, knocking it out. "..I kinda had..."

He held his fists up and punched two in the face as they came from either side of him, knocking them out.

"..a little help."

He put one of his Sais away and then held his thumb up.

Splinter then dived into the room through the smoke, and then kicked 4 and then 3 away, before landing on the floor.

"My children, I was..." he said, blocking a Foot's sword with his walking stick, while _not_ looking at the Foot. "..worried we would be _too_ late!"

He whacked the Foot in the chest with his stick, knocking him away.

"Nah." Donnie said, jumping up, and then whacking two in the chest with his Bo.

He then landed on the floor, and then spun his Bo around.

"We had everything under control." he said. "Kinda."

Karai began sending slashes at 1 with her sword, making him back away.

"Turtles, let us finish this!" she grunted, blocking a slash from his twin-bladed sword.

"Haaaayah!" Raph yelled, as he, Donnie and Elisa all jumped and dived towards her.

They all landed around 1, surrounding him, then he tried to slash Raph with his twin-bladed sword, but missed as Raph jumped and kicked him in the side. Elisa then tripped him slightly as he wobbled, before Donnie whacked him in the back with his Bo, sending him flying across the room.

Leo elbowed a Foot in the chest as it came up behind him, then he threw one of his swords at 1, who jumped and somersaulted through the air, making it miss him. He then landed between Raph and Mikey, the latter then whacking him in the back with his Nunchucks, and then Raph put his Sais under his weapon and threw it away. Elisa and Cath then both charged at him, and then jumped and kicked him at the same time, knocking him against a pillar.

"AH!" he moaned, passing out.

Karai approached a Foot Ninja lying on his chest, as he tried to get back up, before she stomped on his back, knocking him out. She and the Turtles then all approached 1, as the rest of the Foot Elite stood near him.

"Do you not know this seal?" Karai asked, holding up her medallion, showing 1 the Foot symbol.

1 pulled himself up, stared at her and answered. "Yes. It is the Shredder's seal. The seal of the Foot."

"Then you are honor bound to obey me, for I represent the Shredder." Karai snarled.

"We will _not_!" 1 growled angrily.

Karai glared at him, then raised her sword up, then 1 lowered his head. She then lowered the sword and seemingly slashed him, making the Turtles close their eyes - expect Mikey, who looked away, and Elisa, who opened her mouth wide.

"Huh?" they all gasped, Mikey turning back as the others opened their eyes.

1's bamboo hat split in half and went down either side of him.

"Ah!" his fellow Elite gasped.

Hun pulled up what was left of a pillar, and then began charging at Karai.

"AH!" he yelled, whacking her in the chest with it.

"AHH!" Karai moaned, hitting another pillar.

She fell to her knees, as Hun came at her, and then he whacked her again, sending her flying across the room.

"AH!" Karai moaned, landing on her side.

"I will _never _serve you!" Hun bellowed.

He raised the pillar above him, when Leo, Raph and Elisa all came up behind him, and patted his back. He turned around to them all, before they all punched him in the chest, knocking him back. He then tried to whack them all with the pillar, but missed as they dodged, Raph getting behind him, while Leo and Elisa got in front of him.

Leo then kicked him in the chin, then Elisa kicked him in the belly, then he turned around as Raph punched him in the back. Leo then flipped over him, as Elisa crouched down and held her shell up. Both her older brothers then kicked him, making him fall over Elisa, and then he stumbled towards a broken window.

"Ah! OH!" he gasped, wobbling when he reached it. "Oh, crud!"

Karai dived towards him and kicked him in the chest, knocking him right out the window.

"AGGHHHH!" he yelled.

He fell down towards the ground, as a few Police Cars showed up in the street, landing on one and squashing its roof, injuring the officers inside.

"Ooohh." he moaned, as the other cars blared their sirens.

Karai approached 1 again with her sword, as the rest of the Elite Guard stared at them both.

"Swear loyalty to me!" Karai ordered. "Swear it?!"

"I...I swear, Mistress!" 1 swore, bowing his head, seeing no choice. "Tiresun!"

His fellow Foot Elite and the Foot Ninja all bowed on their knees, as Casey got up and out of the net.

"What's happening?" he asked. "What'd I miss?"

Everyone then turned as Karai approached Leo.

"Thank you." she said. "I am...in your debt. I shall keep my promise. The vendetta is lifted. The Foot will _not_ take revenge for the slaying of their master."

"You are honorable, Karai." Leo said. "I know you will keep your word."

Karai's aides came up behind her, as Leo's family and Casey all came up behind him.

"You stood with me to the last." Karai said. "_All _of you have great strength and courage. I hope in the future when our paths cross, we will _not_ be enemies."

"Only fate can tell." Leo said.

Karai and her aides both walked towards the window Hun fell out of.

"Regrettably, fate is not the _only_ master we must serve." Karai said, as the three of them turned around.

The three of them bowed, then turned and jumped out the window.

Everyone then turned to Leo and Elisa.

"Master Splinter, I'm sorry." Leo said. "I just had to do something, and I-"

"It is alright, my son." Splinter assured. "Sometimes you must follow your _heart_, even if others tell you _not_ to."

"Thank you, Master." Leo said.

"I guess I learned as well." Elisa said. "Since I _wasn't _sure what was right at first."

"But you chose in the end, my daughter." Splinter said, touching her shoulder. "At times, you are faced with tough decisions, that take time to decide on."

"Thank you, Sensei." Elisa said.

* * *

Later, Karai sat behind a small table in a room full of Foot markings on a ship, as her two aides approached her, and then bowed on their knees.

"All is in readiness, Mistress." the tall one explained. "We are fully operational."

"Excellent. You may leave me now." Karai instructed.

Both her aides got up and turned around.

Karai then pressed a button on the table, opening up a hidden room, which she then walked towards. Inside the room, was a red tank full of water, and a body lying on the table.

"All proceeds as planned, Master." she explained, bowing on her knees.

The body was actually an Utrom Exo-Suit, with the skin of Oroku Saki around it, expect for the bell. The Utrom Shredder _himself_ meanwhile was in the tank, having survived the destruction of the T.C.R.I. building, and was now healing up with worms around him.

"Good." he said. "My body is prepared, and the bio-sites have almost healed my flesh. Soon, I will be _myself_ again. Soon, we will destroy the Turtles!"

Karai opened her eyes worriedly, as that would break the promise she'd made to them, as her Master laughed evilly.


	17. Junklantis

**A/N: Please read and review?**

* * *

Deep beneath the sea, Donnie, Cath and Mikey were riding around in a submarine.

_Cath: They've always said the sea is the last unexplored place on Earth. And I'm gonna have to agree, because what we're staring at now, is one of the strangest things I've ever seen._

The submarine looks over a small hill, and then sees a large light coming from a bunch of junk.

_And that's saying a lot from a 5.2 ft. tall talking Turtle._

All three Turtles gasp in shock, as Donnie dives the submarine closer.

_What started out as a test run for the new Shell-Sub Donnie made, quickly changed into a discovery of large proportions. Of course, all exploring type missions should be taking with great caution;..._

All three Turtles gasp as a bunch of metal arms come up from the pile of junk, and then one grabs the Shell-Sub, and then a metal whale like ship comes up behind the junk.

_..if you venture into new territory unpaired..._

The whale ship pulls the Shell-Sub into its mouth.

_..it could really come back to bite you in the shell._

* * *

In New York Harbour during a fog, a cargo ship moved through it while sounding its foghorn.

On the bridge, its Capt. approached two of his men.

"Helm, three degrees north north-east." the Capt. ordered.

"Three degrees north north-east, Capt." the helmsman reported.

"Should be smooth sailing into the harbour." the Capt. hoped, wiping some sweat from his forehead as he took his hat off. "Once we get through this fog."

He put his hat back on, as the ship kept sailing over the water.

Unknown to any of the crew, a submarine like vessel shaped like a shark was moving below the surface behind them, before it rammed the ship.

"Uh!" the crew moaned, falling over.

The ship then stopped moving as the crew got up.

"We've hit something, sir." the helmsman reported, looking at the sonar. "It wasn't there a second ago!"

"That's impossible!" the Capt. argued.

A bunch of metal tentacles came up from all around the ship beneath the surface. They all then grabbed the sides of the ship, and began pulling the hull off. The ones pulling off the lower hull, starting to make water seep into the ship. The ship began to split in two down the center as the tentacles ripped off more of its hull.

"Capt., we have a breach!" the helmsman exclaimed, as an alarm blared through the ship, the bridge flashing a red light. "We're going down, sir!"

"All hands, abandon ship!" the Capt. ordered through a radio. "Abandon ship!"

A tentacle then pulled off the roof of the bridge.

"AH!" the Capt. yelled, before he turned and ran off.

He and the crew all abandoned ship on three life rafts, as the ship went down beneath the harbour. They all saw the ship go down, as the Capt.'s hat floated on the water, before it sank.

* * *

In the lair, the TV news was on, which had a picture of the ship with a 'No Symbol' through it.

_"In the third such event in the last month, a frater has disappeared without a trace in New York Harbour."_ a newswoman explained, as the picture went into the corner of the screen._ "This brings the total number of ships mysteriously lost in this way to 15. Portioner called for a fleet..."_

No one in the lair was paying attention to the news, as the Turtles and Splinter all stood around the lake, as Donnie was showing something new he'd created, which was covered while hanging over the lake. He stood near a panel on one side of the lake, with the his family all near him - expect Mikey who was on the other side.

"Your attention please?" he asked, holding a milk carton attached to a rope. "Let the ceremony begin."

Mikey got onto the bridge, then threw the cover off Donnie's new invention, which was some sort of submarine attached to an umbilical via a crane, which had a door on its right side, and a hatch on the top.

"I Christen thee..." Donnie began, tossing the carton onto the submarine, which smashed on its front. "..the Shell Sub."

"Excellent work, my son." Splinter commented. "It makes one think of the giant undersea turtle Japanese Mythology."

"Did you help him on this?" Elisa inquired, staring at Cath.

"No, I didn't." Cath admitted. "He told me it was a surprise."

"That's right. And besides, you were too busy reading Medical books while I was working on it." Donnie said.

Cath rolled her eyes in annoyance.

"And now that the underwater accessway is completely finished, it's time to take the Shell Sub on her maiden voyage." Donnie said, turning to the panel.

He began pressing buttons on it, when Mikey jumped over to him.

"Can I launch her?" he asked beggingly, moving to the panel as Donnie moved back. "Can I? Can I?"

"Careful, Mikey." Donnie pleaded, as Mikey began pressing buttons. "If you even put one scratch on it-"

Mikey chuckled as he pulled a lever, lowering the Shell Sub down into the river, which created a splash that hit all but him and Donnie.

"Oh!" Raph moaned. "Thanks a lot, Mikey."

"Eh!" Elisa said disgusted. "Way to go, you blockhead!"

"Just what I need: another bath." Splinter said sarcastically.

He shook his fur, splashing his oldest sons and daughters.

"Uh!" they moaned.

Splinter then squeezed his Kimono's right sleeve.

"Dibs on the first ride." Mikey whooped.

He jumped onto the Shell Sub, rocking it slightly once it landed, before he turned to his family.

"First Mate Michelangelo, ready to launch, sir." he said, saluting them. "Arooga. Arooga."

He jumped towards the Shell Sub's entrance.

"Dive! Dive! Torpedoes away!" he whooped, jumping into the sub through the hatch.

"Mikey's my First Mate." Donnie mumbled. "Wish me luck."

He jumped towards the Shell Sub, as the others turned to each other.

"First Mate? More like _Seaman_ Michelangelo." Elisa joked.

"Yeah." Raph chuckled.

"Yeah. Still, I think one of us should go with them." Leo suggested. "You know how Mikey is, and Don's not gonna like it."

"I'll go." Cath said. "At least I can translate if Donnie goes scientific in there."

She jumped towards the Shell Sub, while inside, Mikey was sitting in a chair in the cockpit, fiddling with some controls.

_"Rule, Britannia! Britannia, rule the waves! _  
_I don't know the worst of this stinky song."_ Mikey sang, pulling a knob, then pressed some buttons, before pulling another knob.

Donnie came in behind him, and then sat beside him, as he pressed more buttons.

_"All I know is, Britannia..._ OW!" Mikey yelped, as Donnie slapped his hand.

"Initiating launch sequence." Donnie said.

"Don, wait!" a voice called.

Donnie and Mikey turned around, as Cath came up behind them.

"Room for one more?" she asked.

"Sure. You can help me keep an eye on him." Donnie said, glaring at Mikey.

"What?" Mikey inquired.

Donnie flicked a switch, and then pressed a button.

**(The lair)**

Splinter and his three eldest children all stared at the Shell Sub, as a light came on from the front.

**(Shell Sub)**

"Release umbilical." Donnie instructed.

"Umbilical released." Mikey said, pulling a knob.

The umbilical around the Shell Sub detached itself, and then shot back up towards the crane.

"Lowing ballast tanks." Donnie said, pulling a lever.

**(The lair)**

Splinter and his three eldest children watched as the Shell Sub dove beneath the river.

**(Shell Sub)**

"Dive! Dive! Dive!" Donnie said.

The Shell Sub then dived down towards the tunnel, and then raced through it, the front lights lighting up the way. A tunnel door opened up in front of it, and then the Shell Sub raced through it and into the river outside the city via a pipe.

The door closed as the Shell Sub moved through the river, while Cath looked outside the right side windows, and saw a junkyard of ships on the riverbed.

Mikey leaned forward as he stared out the front windows.

"This is very, very cool." he admitted.

"I won't argue there, bro." Cath agreed.

"Let's take her deeper." Donnie said.

He dove the Shell Sub further down into the river, and then steered it right, before it came across the wreck of a ship.

"Look at that." Donnie said.

"Wow. The S. ." Mikey said, looking at the ship.

"The Putney was an old whaler back in the turn of the century, when New York was the greatest sea port in the world." Donnie recalled.

He steered the Shell Sub so it moved along above the Putney, then Cath spotted something on the radar.

"Huh?" she muttered.

"Uh, guys, what's that?" Mikey asked.

"The radar most likely." Cath assumed, looking closely at it. "But as to what the dot is, I can't be sure?"

Her question was then answered when a garbage truck moved along the riverbed, dragging behind it a crat full of junk.

"It's a car..." Donnie said nervously.

"Uh...what's that car doing on the bottom of the river?" Mikey questioned.

"You got me." Cath shrugged. "How fast do you think it's traveling?"

"About 20 miles pre hour." Donnie guessed.

The truck then stopped near a wrecked ship nearby, before it suddenly levitated itself up. Two claws then came out of the truck, pulled off a small piece from the side of the ship, before the claws put it in the cart. It then moved slightly, pulled off a pipe from another part of the ship, and then the claws put it back into the cart.

"Actually, it looks like it's salvaging parts." Donnie noted.

The truck turned around as it landed on the riverbed, and then raced off.

"Let's check it out." Donnie said.

The truck raced down a water trench, as Donnie steered the Shell Sub after it above one of the edges.

He, Cath and Mikey spotted more trucks further down the trench, which then gathered up and all raced towards something.

"Figures that New York's got a traffic problem, _even_ at the bottom of the river." Mikey joked.

Donnie steered the Shell Sub after the trucks along the top of the river trench.

"But where are they all..?" he wondered, before he spotted something. "Whoa!"

He raised the Shell Sub up slightly, allowing him, Cath and Mikey to see a bright light coming from a pile of junk, where the trucks were driving towards.

"What is that?!" Cath exclaimed, shocked.

"You...you don't suppose that could be...Atlantis, do you, guys?" Mikey asked.

"Atlantis is a myth. And even if it _isn't_, I don't think it's a suburb of New York." Donnie argued.

"No, it's not." Cath assured. "It's somewhere near Greece, which is _thousands_ of miles away."

A door from the pile of junk raised itself, and then the trucks all raced into it. Donnie moved the Shell Sub closer, giving him and his younger siblings a better look.

"That's not Atlantis. It's Junklantis." Mikey joked, seeing all the junk.

"For once...I won't argue." Cath said, seeing his point.

"Let's back off a bit." Donnie said. "This is getting really _creepy_."

Mikey gasped, and then pointed at the window.

"Uh, I think it just got_ creepier_." he gulped.

"Huh?" Cath muttered, as she and Donnie turned to him.

They all saw two tentacles come up from the pile of junk, and then one of them grabbed the Shell Sub. A large robotic whale with more tentacles on them came up from behind the junk, shocking the three Turtles.

"What is that?!" Mikey exclaimed.

"I don't know, but it's got _us_!" Donnie exclaimed.

"This isn't good!" Cath screamed.

"AHH!" her brothers yelled, as the tentacle around the Shell Sub, pulled it into the whale.

Once it was inside the whale, its mouth began to close, making all three Turtles scream. Once the tentacle let the Shell Sub go, the mouth around the submarine closed up, trapping it in darkness.

"Okay, this is officially one of the creepiest experiences of my life!" Mikey panicked.

Cath slapped him over the head.

"Ow!" he moaned.

"Clam down, Mikey!" Cath snarled annoyed. "You're making _me _nervous!"

Donnie moved the Shell Sub forward, as a large metal door closed behind it, and then he raised it up, surfacing it in some sort of dock area inside the whale. Donnie moved the Shell Sub towards the dock, and then a door opened, showing four men. One then came out, as all three Turtles stared at the man's shadow.

"Now what?!" Mikey freaked.

"Come on, let's go." Donnie said, getting up and turning around.

He walked off as Cath turned and followed him, and then Mikey reluctantly followed. Mikey opened up the side door of the Shell Sub, and then all three of them climbed out of it, as the four men stared at them.

"Uh...we come in peace." Donnie said, shielding his eyes from a bright light in the doorway.

More men came out from the doorway, and then the Turtles saw they all had black wetsuits on, while carrying electric shocker staffs, which then powered up.

"Forget coming in peace. I really wish we brought out weapons." Mikey whispered.

"Remind me to that do next time?" Cath asked quietly.

"So...kinda wet out today." Mikey said sarcastically.

* * *

Later, the robotic whale moved back towards the Junklantis.

"I feel like Jonah trapped on this whale thingy." Mikey gulped.

A door opened up in Junklantis, and then the whale through it.

"Where do you think they're taking us?" Mikey asked.

"I have a feeling we're about to find out." Donnie said.

"Same here, and it's not a _good_ feeling either." Cath gulped.

The whale went upwards through Junklantis, and then came into another dock area. Once it reached the boardwalk, the mouth opened up, and then the three Turtles and then men all walked off along it - two men in front of them, the rest behind them.

"Time to kick our way out of this freakshow?" Mikey asked quietly.

"Not yet." Donnie hissed. "We don't even know where we are."

"Or who's in charge here." Cath added.

The men behind them pushed them on.

"Hey!" Donnie complained.

"Not now, Don!" Cath hissed.

They then past by a few men in clothes they'd seen before, as one stood near a giant magnet, which then lifted up some junk via a crane. The crane moved the junk away, as the men in the wetsuits and the Turtles kept walking on. The Turtles saw seveal cranes lifting up junk with magnets, as more men were wielding some junk together over the water.

"I wonder what they'd building." Cath whispered.

"Whatever it is, it can't be good." Donnie whispered. "But still, this is amazing."

Mikey then walked into one of the men as everyone stopped, knocking him back into another behind him.

"Ah!" he groaned.

He then sniffed the air, smelling something horrible.

"Which one of you is wearing the odor-fish?" he asked disgusted, waving his hand over his beak. "It's kinda nasty."

"Mikey, look." Cath said, pointing ahead of them.

All three Turtles saw a fat man in the shadows near a set of computer panels up ahead of them, wearing robotic legs that resembled crab's legs. The man turned around - as three claws came up from the back of his legs - and walked towards the Turtles, wearing a blue suit, and the Capt.'s sailor hat, reveling himself to be the Garbageman.

"You!" he snarled, pointing at them.

"The Garbageman?!" Donnie gasped.

"But...how?" Cath questioned.

"Yeah, he went into the river." Mikey recalled. "Uh...in _this_ river."

"Yes, this river." the Garbageman confirmed. "_My_ river."

"What is all this?" Donnie demanded.

"Silence!" the Garbageman ordered.

Three men shocked a Turtle each with their electric staffs.

"AHH!" the Turtles moaned.

They fell to their knees, and then onto their chests.

"Oh..." Mikey moaned.

"First rule, my friends: I talk, you listen." the Garbageman snarled.

He took off the sailor's hat and looked at it.

"You know, I should _thank_ you, for setting me on this path." he admitted, putting the hat back on. "Dumping me in the river opened my eyes..."

His three claws picked up the Turtles and lifted them up towards him.

"..to a world of hidden treasure, just waiting to be salvaged." he went on. "So 'thank you'."

"You're _not_ welcome!" Donnie grunted.

"I'm actually pleased that you're here." the Garbageman said.

"May I ask 'why'?" Cath inquired.

"Well, I've often wondered _what _you are." the Garbageman explained. "Now I'll be able to find out."

"Sir." a man said, getting the Garbageman to turn to him. "Our man on the docks says the target is weighing anchor."

"Prefect." the Garbageman grinned.

He dropped the Turtles onto the floor.

"Uh!" they moaned.

"Everything is on schedule." the Garbageman said, as he turned and walked towards the man. "Assemble the men! I wish to speak to them."

The man bowed, and then walked off.

"Take these three the brig and hold them there!" the Garbageman ordered, turning to his men near the Turtles. "I'll want to dissect them later."

He laughed evilly.

* * *

Later, seven men - all in wetsuits - escorted the Turtles down a hallway in the brig with a set of cells. A guard then unlocked a cell door, and then opened it up, before the Turtles walked inside.

"You know, guys, I think _now_ is the _right_ time for what we talked about earlier." Donnie whispered.

"Sounds good to me." Mikey said quietly.

"Same here." Cath agreed.

Mikey grabbed a man's hand as he tried to grab him, and then he threw the man over his shoulder into the cell.

"Ah!" the man yelped.

Donnie then kicked another in the chest, knocking him out.

"Oh!" the man moaned.

The third then tried to shock Donnie with his staff, but missed as he jumped over him, and then grabbed the cell door and banged it in the man's face, knocking him out.

Cath then jumped over two as they came at her, twirling around before she landed behind them, and then she banged their heads together, knocking them out.

"AH!" they moaned.

Mikey dodged as the sixth tried to shock him with his staff.

"Whoa!" Mikey yelped.

He backed away, then turned as the seventh tried to shock him with his staff, along with the sixth. He ducks as they both try to do it at the same time, accidently shocking each other.

"AHHH!" they both yelled.

They then collapse on each other, their heads close together. Mike laughed as he got up and pushed them back slightly, before pushing them over.

Later, the three Turtles had put all seven men inside the cells, stripping three of them of their suits to use as disguises. Once their put the suits on - expect the masks - Mikey closed the cell door as the men moaned, as Donnie put his mask on.

"Ain't you a little short for a Junk Trooper?" Mikey asked.

"Very funny." Donnie said unamused.

He began walking off as Mikey and Cath put their masks on.

"Come on. Let's find our way outta this mad house." Donnie said.

As they walked down the hallway, Cath looked at her suit, feeling stupid.

"Uh, I feel ridiculous in this suit!" she complained. "It feels like I've put weight on."

Her brothers both turned to her, as they stopped.

"Yeah...you honestly do." Donnie admitted honestly.

"You look pretty stupid in that, sis." Mikey said, before looking at himself and Donnie. "Guess it's not made for you, or us for that matter."

"Uh, come on! The quicker we get outta here, the quicker we can get outta these suits." Cath said, as she walked off.

"True." Donnie said, as he and Mikey followed her.

* * *

In the main room, the Garbageman was having a meeting with the rest of his men.

"You, my followers know, that I believe garbage is power, and our salvaging the various wrecks and refuges littering the bottom of the sea, has proven my words." he began. "We have grown with power and strength."

At the back of the men, the three Turtles peeked out at him, their disguises making it hard for them to be recognized.

"We no longer have to pick the leavings from the bottom. We now make our _own _wrecks to salvage." he explained. "We have sunk ship after ship unchallenged."

The three Turtles turned to each other.

"And our next prize awaits on the surface: A cruise ship, loaded with wealth." the Garbageman explained.

"A cruise ship?" Donnie gasped.

"All those innocent people." Mikey gulped.

"It'll be a miracle if none of them drown." Cath gulped.

"And no one can stop us." the Garbageman announced. "No one!"

His men all cheered and whooped, as the three Turtles.

* * *

Later, the Garbageman and most of his men were standing on the boardwalk near the whale submarine. He walked down the boardwalk, as his men stood on either side of him.

"This cruise ship will be our greatest prize yet." he declared, as he turned around.

He laughed while standing near the submarine.

"Once more, into the breach!" he announced, walking into the whale.

His men all followed him in two columns, as Mikey, Cath and Donnie all stared at them from behind a pile of junk.

"Now's our chance." Donnie said, as they jumped over the pile with a staff each. "Come on."

They all ran towards the columns, and then quickly walked after them in the columns. Everyone then made it to the bay where the Shell Sub was, where more men were waiting.

Mikey grabbed Donnie's and Cath's shoulders, getting them to stop.

"Hey, there's the Shell Sub." Mikey whispered. "Let's take it and get outta here."

"We have to stop the Garbageman from sinking that cruise ship." Donnie argued.

"Don's right." Cath agreed. "We can't let him hurt all those people. So come on."

All three of them walked after the Garbageman and his men.

A little later, the whale submarine left Junklantis as the door opened up, and began to move towards the surface.

On the surface, the cruise ship was moving towards the harbour.

In the submarine, the Garbageman and a bunch of his men were on the bridge, staring at a screen, which showed the cruise ship.

"Target dead ahead!" he bellowed. "Prepare to send her to the bottom!"

The submarine moved closer to the cruise ship, as his men took their stations.

"Activate tentacle arms!" the Garbageman ordered. "Full speed to surface!"

Nine tentacles came out from all over the front of the submarine.

In the harbour room, some of his men - along with the three Turtles - were all standing by the water, as a few ran up along a balcony above them.

_"Brace for impact!" _the Garbageman ordered on a loudspeaker.

"We better make our move." Donnie whispered.

"Agreed." Cath said.

"Now!" Donnie said.

They all ran towards three men, then Mikey spun around and tackled one, as Cath jumped and kicked another in the back, knocking them out. Donnie grabbed the third's shocker, and then threw the man over him, knocking him onto another three, causing them all to fall into the water.

The three of them took off their disguises, then jumped up and rolled forwards, diving down while rolling into a ball.

"Hyah!" they yelled.

They all then hit two guards each with their shells, before they landed on the floor.

Mikey then dived forward and grabbed a staff as one tried to hit him, before he threw the man over him.

"WHOA!" the man yelped.

Cath dodged as one tried to shock her with his staff, before she butterfly kicked him in the chest, sending him flying across the room onto another two, knocking them out.

Donnie jumped over one as he tried to hit him, then he kicked another away as he came at him, before grabbing his staff. He spun the staff around, and then shocked the first with it as he came at him, knocking him out.

Mikey and Cath gathered around Donnie, then they all turned to the doorway, just as more men poured out of it.

"Get them!" one yelled.

"Oh!" the Turtles moaned, face-palming themselves.

The men charged at them all, as then jumped onto their, kicking them in the backs or shoulders, knocking them down. They ran through the door, then Mikey turned and closed the door, and then they all ran up a set of stairs.

On the bridge, the Garbageman was looking down at his men, just as the three Turtles came in unnoticed. They then stared at the cruise ship on the screen, which the submarine was getting closer too.

"We've got to turn this thing around now." Donnie realized.

"Somehow I think that's gonna be a lot harder than it sounds." Mikey gulped, pointing at the men.

The men all turned around to the three of them, as the Garbageman stared at them.

"Get this trash off my bridge!" he ordered.

The men charged at the Turtles, as Mikey rolled forward past them, while Donnie tackled three while having one hand on the ground, while Cath jumped over another two and kicked them in the back.

Mikey then jumped up slightly, then landed as one tried to pounce him, but once on top of Mikey, he grabbed the man and threw him over himself.

Donnie leaped frogged over another and shoved him towards another two, when the first landed on him, knocking them out.

Cath dived towards the ground and split kicked two in the chest, knocking them away.

The three turtles then gathered together, and then turned to the Garbageman.

"You freaks!" he snarled, as he began climbing down towards them. "This time, you won't escape me."

The three Turtles backed away slightly, as the Garbageman lowered two of his claws, and then picked up Donnie and Cath with it.

"WHOA!" Donnie yelped.

"AGGH!" Cath screamed.

"Don!" Mikey yelled. "Cathy!"

"Mikey, the oxygen tanks!" Donnie grunted.

Mikey turned to the oxygen tanks, and then saw what he had in mind.

"Got it." Mikey said, holding his thumb up.

"Hurry!" Cath yelled.

He somersaulted towards the oxygen tanks, and then ran towards the Garbageman.

"Time to ventilate, crab boy." he joked, skidding along his shell, getting beneath the Garbageman.

He chopped the top of the oxygen tank off, causing stream to come out of it, as he got away from the Garbageman.

"AGHHHH!" the Garbageman yelled.

He went flying up towards the ceiling, and then banged his head against it, making him let go of Donnie and Cath. They both landed on the floor as he then crashed onto it.

"Oh..!" he moaned, breathing hard.

Donnie and Cath turned and ran towards the submarine's controls, and then Mikey joined them.

"Okay, this must be the acceleration module." Donnie deduced.

"Good. Accelerate it somewhere else." Mikey said, looking at the screen, showing the submarine was now close to the cruise ship. "We're about to hit that ship!"

Donnie began fiddling with the controls.

"Come on." he said nervously. "Come on!"

"You can do it, Donnie." Cath said, touching his shoulder.

The submarine got closer to the surface, when Donnie flipped a few knobs, causing the whole ship to shake.

"Whoa! Ahh!" the Turtles yelped.

The submarine then surfaced above the water near the cruise ship, but then dived forward and then under the water again. The dive created a slight splash which caused the cruise ship to rock slightly, and splash it with a little water, but then it moved on like nothing happened.

As the submarine dove down to the bottom of the river, Mikey sat up, as his older siblings lay down.

"Okay, that was good." Mikey said, as Donnie and Cath sat up. "Now, how about stopping it."

"I've got a better idea." Donnie said, getting up.

"What you got in mind?" Cath asked, getting up with Mikey.

"Let's bag two birds with one stone, shall we." Donnie explained, before tinkering with the controls. "A little change in course and, voila."

The submarine began to dive back down towards Junklantis.

"You're wicked." Mikey commented, patting Donnie's shoulder.

"Cleaver idea, bro." Cath remarked. "I love it."

The Garbageman - now back on his crab legs - came up behind the three of them.

"AHH!" he yelled angrily.

The three Turtles turned around, and then dived away as he tired to hit them with one of his claws, smashing the control panel. He then tried to hit them again with one, but missed as they backed away.

"Hold still, you..!" the Garbageman cursed, as the Turtles gathered together.

He raised up two of his legs, then tried to hit them with them, but missed as they dived away, and instead hit a panel, smashing it.

"AGGHH!" he screamed, as a electricity shocked him, making him back away.

He then crashed into the oxygen tanks, and then one of his legs fell off.

"Now that was _really_ shocking." Mikey remarked.

"We've got to get outta here." Donnie said.

The submarine got closer to Junklantis.

"To the Shell Sub, Boy Wonder and Turtle Girl." Mikey said, sounding like Batman.

His older siblings shook their heads in annoyance, then shrugged as he ran off, and then they followed him.

A little later, as the submarine got closer to Junklantis, the three Turtles made it to the bay where the Shell Sub was.

"Mikey, get the doors open while Cath and I get the Shell Sub powered up!" Donnie ordered, hopping onto it, and then opened the hatch.

"Get the doors open?" Mikey questioned, as Cath hopped onto the Shell Sub. "But won't that flood the room?"

"Duh? The Shell Sub doesn't float in the air, Mikey." Donnie explained.

"He's right." Cath said. "We need to get to doors open so we can escape. Now move it!"

Donnie hopped into the Shell Sub, as Mikey turned to the controls, and then Cath followed Donnie inside.

"Uh... Um..." he muttered, turning to the Shell Sub.

The submarine got closer to Junklantis as Mikey turned to the controls.

"Come on!" Donnie moaned, fiddling with the Shell Sub's controls, as Cath did the same, but nothing happened. "Come on! Start!"

"It's not starting!" Cath panicked.

**(Submarine)**

Mikey pressed buttons on the panel, then turned to the door nervously. He then picked up a pipe and bashed it against the panel, which caused the door to open up. Water began pouring into the submarine, as Mikey hopped onto the Shell Sub.

"Whoa!" he yelped, as he fell inside.

He closed up the hatch as water started pouring on him.

"Guys, hurry up!" he yelled, entering the bridge.

"We can't get the engines to start!" Donnie exclaimed.

As the submarine got closer to Junklantis, Donnie pressed a button on the steering handle, but nothing happened.

"Start! Come on!" he cried.

"We're gonna hit!" Mikey exclaimed, pointing at Junklantis.

The submarine got closer and closer to it, the water inside rose up, making the top of the Shell Sub bang against the ceiling, as Cath and Donnie kept fiddling with the controls.

"Come on! Come on!" Donnie said, as sweat poured from his forehead.

"Come on!" Cath said frantically.

"Yes!" Donnie whooped, as the engine started. "Hang on!"

Cath took her seat as Donnie began moving the Shell Sub.

"Yeah!" Mikey whooped.

The Shell Sub then dived below the waterline and towards the mouth of the submarine.

Unknown to the Turtles, the Garbageman raised his head up above the water line.

"This is it!" Donnie said.

All three Turtles closed their eyes as Donnie raced the Shell Sub out of the submarine, and then he turned it sharply to the left, just before the submarine crashed into Junklantis. The whole riverbed began to shake as the Shell Sub raced away from the shockwave, which then hit it and made it spin out of control.

"WHOA!" the Turtles yelped.

Donnie then managed to steady the Shell Sub, and then raced it away.

"We made it, guys!" he said.

"Phew." Cath sighed, wiping sweat from her forehead.

"Yeah, but I think I left my stomach back there." Mikey said, touching it.

"Don't sweat it." Donnie said. "I'll build you a new one."

"And I'll help." Cath joked.

As the Shell Sub raced away, a small mini submarine with claws began chasing after it. The mini sub was being piloted by the Garbageman.

"AHHH!" he yelled angrily.

One of his sub's claws then bashed against the Shell Sub, making it shake slightly as he dove his under it.

"Ah!" the Turtles moaned, leaning forward.

They all turned around and saw water starting to seep into the Shell Sub. They turned back around and saw the Garbageman's sub racing off, before it turned around and raced back towards them.

"It's him!" Donnie gasped. "The Garbageman!"

"That guy doesn't know when to give up!" Mikey exclaimed.

"I won't argue there!" Cath agreed frantically.

"We whooped him _once_, guys." Donnie said. "We can do it again!"

He rammed the Shell Sub against the Garbageman's sub, making it fall slightly, but then he turned it around and chased after the Shell Sub.

He growled angrily as he sent one of his claws towards the Shell Sub.

"Deploying Depth Charges." Donnie said, flipping a switch.

"We have Depth Charges?" Mikey inquired. "Sweet."

"What else did you put in this baby?" Cath asked.

"I'll tell you later, sis." Donnie promised.

The Shell Sub shot out three Depth Charges from its back, which then exploded upon impact with the Garbageman's sub.

"AGGGHHHHH!" he screamed, pulling his handle forward.

His sub kept chasing after the Shell Sub.

"Hang on, guys." Donnie advised. "This is gonna get rough."

He stopped the Shell Sub near the top of a trench, while the Garbageman sent his straight into it.

"Arming torpedoes." Donnie said, flicking some switches.

The Garbageman turned his sub around and raced it towards the Shell Sub.

"I'll destroy you!" he growled.

He laughed evilly, as his sub got closer to the Shell Sub.

"He's too close!" Mikey exclaimed.

"Donnie, hurry!" Cath cried.

"Setting for detonation at ten yards." Donnie said, flipping a switch.

"You lose, Turtles!" the Garbageman bellowed.

His sub's claws then grabbed the Shell Sub and lifted it up.

"Firing torpedoes!" Donnie shouted, before pressing a button.

Two torpedoes fired from the right side of the Shell Sub, which then exploded behind the Garbageman's sub, making it fall slightly, but its claws kept hold of the Shell Sub. The claws then gave way, allowing Donnie to turn the Shell Sub around, as the Garbageman's sub fell down and crashed near the edge of the trench.

"No! No! NOOOOO!" he yelled angrily, before his sub fell down the trench. "Not again!"

The Shell Sub moved back to the edge of the trench, and then three Turtles looked down over it, but couldn't see the Garbageman's sub.

"Phew." Mikey sighed, wiping some sweat from his forehead.

"We did it." Cath sighed, leaning back slightly.

Donnie turned the Shell Sub around and then raced it away.

* * *

In the lair, Raph was now lifting weights while lying down, as Leo and Elisa both watched him. Raph lifted the dumbbell up twice, when they all heard noise coming from the river, just before the Shell Sub rose up from it.

Raph sat up and turned around, along with Leo and Elisa, and then Donnie came out from the hatch. He climbed out of the Shell Sub, followed by Cath, as the three older Turtles approached them.

"It's about time you guys surfaced." Leo said. "We were getting worried."

"Yeah, you've been down there for hours." Elisa noted, as Mikey came out of the hatch.

Raph then saw the claws from the Garbageman's sub on the front of the Shell Sub.

"Whoa. What happened?" he asked.

"Long story, guys." Donnie said, as Mikey climbed onto the Shell Sub. "A very long story."

"Huh?" Elisa muttered.

"You are not gonna believe what happened, guys." Cath said.


	18. The Golden Puck

**A/N: Please read and review?**

* * *

In the city, Casey was driving a van down an icy street, skidding it along, as the two youngest Turtles sat behind him - Mikey holding some sort of golden hockey puck, while Donnie sat beside him, and the three eldest Turtles hung onto the roof.

_Casey: What is it with people these days?_

Casey turned the van right down the street.

_Everywhere you turn..._

Three black cars chases the van down the street.

_..there are a bunch of bad dudes doing bad things._ _Like these mean hombres, chasing us, they wouldn't think twice about taking us out permanently._

A man gets up from each of the cars, and fires at a gun at the van.

_You see, they stole something very important to me..._

Casey skids the van along the road to avoid the shots.

_..and me and my green pals stole it back, only now, we got these wack-bags trying to shoot us full..._

The men get back inside the cars.

_..of holes with their fancy laser rifles._

One of the cars rams the van, making the three younger Turtles gasp.

_They run us off the road. Luckily, I'm a really good driver._

Casey skids the van along the icy road, making it spin around in circles.

"AHH!" the three eldest Turtles gritted.

"Watch it...Casey!" Donnie yells, as the van skidded again.

* * *

On a snowy night in the city, an ice hockey match was taking place in Central Park, between two teams called the_ Golden Grizzlies_, and the _Bowery Battlers_, as people sitting in audience chairs cheered for the teams.

_"What a night for Super Slam Hockey, folks." _a man announced over a microphone.

Several players of the_ Golden Grizzlies _moved down the rink with the puck.

_"The_ Golden Grizzlies _have the puck and are going for it." _the man explained.

Three players from the _Bowery Battlers _came towards the _Golden Grizzlies_.

_"The game is tied at 3-3."_ the man explained, as the players glared at each other. _"The winning team gets ownership of the famed Golden Puck for a whole year."_

The Golden Puck shined inside a glass casing behind one of the walls of the rink, as the players kept moving towards each other.

_"Super Slam Hockey's greatest prize."_

The players from both sides came towards each other, then a Bowery Battler rammed a Golden Grizzly into a wall, before he skated off with the puck.

_"Oh! He just got Super Slammed."_ the announcer said.

More Bowery Battlers knocked down a Golden Grizzly each, before the one with the puck shot it towards the goal.

_"There's the shot."_

The player shot the puck towards the goal, but the goalie dived down and shot the puck back down the rink.

_"Denied!"_

The crowd all whooped and cheered.

_"Don't forget, folks. Hang onto those ticket stubs." _

The players moved the puck down the rink, passing by three snowmobiles and Crazy Manny, the same man Mikey - while as the Turtle Titan - had caught trying to rob his _own_ store, while under one of Dr. Malignus' mind control bugs.

_"3 lucky winners of tonight's game are going home with..."_

A Bowery Battler took the punk and skated down the rink, as a Golden Grizzly tried to pounce on him.

_"..one of the gorgeous snowmobiles, courtesy of Crazy Manny's winter wonderland depot."_

"I'm so crazy, I've giving them away!" Crazy Manny announced.

A Bowery Battler moved down the rink with the puck, then along a wall slightly as a Golden Grizzly chased after him. Another Grizzly then came in front of him, then they began putting the sticks around the puck, before it got sent down the rink. Another Battler passed it to a third, who passed to a fourth, who then passed it to the third as a Grizzly tried to tackle him.

_"Whoa..!" _the announcer said, as the puck hit a support on one of the walls.

It went flying towards the Bowery Battler's goal, before their goalie whacked it away.

_"..nelly."_

A Battler began moving the puck down the rink.

_"The Bowery Battler's have the puck. Looks like they're going all the wall."_

The player moved up a ramp and then somersaulted over it.

The Grizzly's goalie got ready as some of the Battlers came towards him with the puck.

"Super Slam! Super Slam!" some of the crowd chanted. "Super Slam! Super Slam!"

The player with the puck shot it towards the goal, as the Grizzly's goalie went to whack it but missed, making the Battler's score.

"Goal!" the crowd cheered.

Among the audience members was Casey and the Turtles, who all sat in the first two rolls. Casey was wearing the same clothes he wore when they were all up at his Grandma's farm after April's place had burnt down, while the Turtles were all wrapped up in warm winter clothes - including scarfs and beanie hats - and wearing hockey masks over their faces. Mikey had hold of a cup of nachos, while Donnie was reading a book, while Cath and Elisa both rolled their eyes. (Cath sat on Donnie's left, while Elisa sat behind her on Mikey's left)

"Wahoo! Yeah!" Casey whooped, before turning to them. "Super Slam Hockey's gotta be the best sport known to man."

"Or animals. I mean, don't you think it's kinda rough?" Leo asked, raising his mask up.

"Yeah. That's what makes it so _great_." Raph said, raising his mask.

"Only _you'd_ say that in _this_ family." Elisa sighed, folding her arms.

"Well, you said it, Raph." Casey said, as Leo and Raph lowered their masks. "For me, it's the prefect evolution of a great sport."

They both high-fived each other.

"Oh..." Cath sighed annoyed.

"More importantly, the concessions are awesome." Mikey said.

He lowered the mouthpiece of his mask, which was cut open so it could move up and down, and then began to eat some nachos, dripping some sauce onto Donnie's book.

"Hey!" Donnie complained.

"The only thing I don't like is wearing these stupid masks." Raph admitted.

"What?" Casey said offended. "Check it out?"

He put his mask down as the six Turtles looked amongst themselves.

"See? Do we look cool or do we look cool?" Casey asked.

"All those who think we look cool, say 'aye'." Leo said, holding his hand up.

"Nay." his siblings all say, shaking their heads.

"All those who think Casey is a complete and absolute bonehead?" Raph asked, holding his hand up.

"Aye!" his siblings said, holding their hands up.

"The 'ayes' have it, Case." Raph said. "You're a bonehead."

"Yeah. I'm the bonehead that got you guys these great seats." Casey countered.

Both girls sighed.

"We're so close to the Golden Puck, you can almost reach out and touch it." Casey sighed happily, raising his mask. "The Golden Puck, made by...some old guy a really long time ago."

"Actually, it says that the Golden Puck was handcrafted for Fredrick Henry, a prince 17th century Holland." Donnie said, flipping through the book.

Casey looked annoyed as a Battler jumped over a Grizzly.

"He played a variation of an old Dutch game called Coven, which some believe to be an early version of Ice Hockey." Donnie explained, as the Battler moved the puck along the rink.

"Like I said: Some old guy, real long time ago." Casey shrugged.

"I don't need to translate_ that_." Cath said.

The Battler shot the puck towards the Grizzlies goal, scoring as the goalie dived for the puck but missed.

_"There's the final buzzer with the score 5 to 3!"_ the announcer said, as a buzzer blared.

The players all skated off the rink - the Battlers through a door, the Grizzlies off past a stand.

_"The Bowery Battlers win!"_

The crowd cheered, when everyone - including Casey and the Turtles - looked up and saw three small planes coming down from the sky.

"Check out the fancy post-game show." Casey said, thinking that's what it was.

"A post-game show?" Raph inquired, as he, Leo and Elisa lifted up their masks.

"Of military Parahawks?" Leo inquired.

"I _don't_ think this is part of the game." Elisa deduced.

They all looked at the Parahawks as they got closer to the rink on parachutes.

"I think you're right, Elisa." Leo agreed. "Something's not kosha here."

The Parahawks landed on the rink, then the parachutes came off, before they skidded along the rink. On them were three men wearing cowboy clothes, and goggles and a, mouth bandanas over their mouths - two of them looking bulky and identical, while the third was thinner.

They all nodded to each other, then aimed a laser rifle at the players, before firing them, making the players all turn around and skate away. They then aimed their rifles at the stands and fired at them.

"Ahh!" the crowd yelled, as the blasts nearly hit them.

Many people turned and ran off, as the three men rode their Parahawks along the wall as they kept firing, before they approached the Golden Puck

"AH!" Casey and the Turtles gasped.

"Fellas, looks like some fans don't wanna give up their box seats." the skinny man said, bringing out a device from his jacket.

He threw it towards the stands, before it landed on the ice, just inches from Casey and the Turtles.

"Ah!" they gasped.

The device then detonated, causing the glass in front of them all to shatter, before some seats behind them all collapsed onto them, trapping them all.

The crowd all screamed as they fled from the rink, along with the players, as the three men stopped their Parahawks near the Golden Puck, which had been knocked out of his casing and onto the ice.

The thin man - who was called Slim - got out of his Parahawk and stared at the cup. He lowered his bandana, showing he had a matchstick in his mouth, as the two bigger men - who were called Robbie, who had a white bandana and Bobby, who had a green bandana - came up behind him, and then lowered their bandanas, showing they were really twins.

"There she is, boys." the skinny one said with a Texan accent, tossing the matchstick away. "Now y'all bag her and tag her."

Bobby took out a bag from his pocket, while Robbie picked up the Golden Puck, then put it in the bag, before Bobby tied a knot in the top. He handed it to Slim, before walking towards their Parahawks.

"Now let's hit the trail, boys." Slim said, putting the bag into his. "We got all we came for."

He got into his Parahawk, followed by the twins, before they all raced away and up a wall, sending them flying out of the rink and into the park, before they raced away from the rink.

Back in the stands, Casey moaned as he pulled himself free from the rubble of the stands, before taking his mask off as he turned to it.

"Guys! Guys!" he panicked, throwing the rubble away piece by piece.

He then pulled Leo and Raph up, as Donnie, Mikey and the girls all moaned and pulled themselves up.

"Uh!" Donnie moaned.

Elisa cracked her head to her left and right, as Cath checked herself for bruises.

"What happened?" Donnie wondered.

"You got me." Cath shrugged.

"Oh, no!" Casey gasped.

He approached the place the Golden Puck had been.

"They took the Golden Puck!" he exclaimed.

"It's just a puck, Casey." Leo assured, dusting himself off. "Nobody was hurt. That's what's important."

"'Just a puck'? 'Just a puck'?" Casey frowned, turning to them, before turning back. "It's not just a puck! It's a symbol. That Golden Puck comes from the beginning of Ice Hockey..."

He turned and approached Leo.

"..carries us forward to the future of..." he said, grabbing Leo's shirt, shaking him. "..Ice Hockey. Don't you get it? It's like stealing the Empire State Building, or..."

He lowered his mask as both girls rolled their eyes.

"..or apple pie." he said.

"They have apple pie here?" Mikey inquired, his stomach growling.

"Oh, great!" Elisa frowned, face palming herself.

"I gotta stop 'em!" Casey said, running off.

"Think we should help, Case?" Raph asked, turning to the others.

"Getting the Golden Puck back feels more like something for the Police to handle." Donnie said.

"Well, we could at least call the Police and give them a description of the thieves." Elisa suggested.

"Yeah. But then again, Casey might get hurt." Leo argued fairly.

"Or worse, Casey might hurt somebody." Raph added.

"I guess we don't have a choice." Cath sighed. "I _never_ wanted to come to this game anyway."

"Where's the pie?" Mikey asked, getting their attention. "I distinctly heard someone say 'pie'?"

Elisa whacked him in the back of the head.

"Ow!" he yelped.

"It was just a figure of speech, you blockhead!" Elisa frowned, folding her arms.

"Oh, man!" Mikey moped.

Nearby Crazy Manny rose up from behind a wall, before turning to his snowmobiles.

"Ah, I don't believe it." he said happily. "My snowmobiles, they're alright! They're al..."

Raph and Elisa jumped onto one of the snowmobiles, as Leo and Donnie jumped onto another, and Mikey and Cath jumped onto the third.

"..right." Crazy Manny gulped.

Raph, Leo and Mikey all powered up the snowmobiles, then Raph revved and raced his and Elisa's onto the rink, then up the wall and out of the rink, before racing through the park.

"My snowmobile!" Crazy Manny cried. "Nooo!"

Mikey and Leo revved the others up and chased after Raph and Elisa, doing exactly what Raph did, before racing them through the park.

Crazy Manny cried while covering his eyes with his hands.

Casey ran through the snow as Raph and Elisa raced past him.

"Coming through!" Raph called.

"See you later!" Elisa teased.

Leo and Donnie then raced past Casey.

"Heads up, Casey!" Mikey called.

"Huh?" Casey muttered, turning around.

He stopped as Mikey raced his and Cath's snowmobile towards him.

"Grab on!" Cath yelled, grabbing his arm.

Casey got on and sat behind her.

"Thanks for the lift, guys." he said. "Even if it is a bit crowdy."

"For once I agree with you." Cath admitted, feeling uncomfortable.

"Crank the throttle and let's catch those goons, Mikey." Casey said.

Up ahead, Slim and the twins were still racing their Parahawks away. They raced past several trees in the park, as the Turtles and Casey all came up behind them.

"We got a posse on our tail, Slim." Robbie said, turning around.

"But he's gaining on us." Bobby exclaimed. "What do we do, Slim?"

"Y'all follow me, ya hear." Slim said.

He and the twins kept racing on, as Raph and Elisa came up behind them. Raph then raced the snowmobile up a small hill, as Slim and the twins raced their Parahawks past a couple kissing on a bench. Raph jumped his and Elisa's snowmobile over the couple, then Leo and Donnie followed them - making the couple break apart - followed by Cath, Mikey and Casey.

Slim and the twins left the park as the Turtles and Casey gained on them.

"Get alongside one!" Elisa yelled.

"I'm trying!" Raph snapped.

Slim and the twins then stopped their Parahawks near a subway entrance, then Slim jumped from his Parahawk, as the twins got off theirs, and then they all ran down the stairs. Slim stopped by the train tracks as the twins hopped over the ticket barrier, just as a subway train stopped, then the twins hopped in as the doors opened.

_"This is 59 street station."_ the driver said, as Slim took a box of matches from his jacket pocket. _"Next stop, Times Square. Stand clear of the closing doors?"_

Slim opened the box, took out the last match inside, then put it into his mouth.

Outside, Raph drove his and Elisa's snowmobile down the stairs, just as Slim entered the subway car, tossing the matchbox behind him.

"I hope you know what you're doing?" Elisa asked, as Raph drove the snowmobile towards the thugs.

"To be honest, so do I." Raph admitted.

Slim turned around to them both, then fired a blast from his rifle as he brought it out, hitting the snowmobile.

"AHH!" Raph and Elisa moaned, as they went flying forward.

They both landed on their chests as the snowmobile blew up behind them both.

"Uh!" they moaned, shielding their eyes with their hands.

The subway's bell rang as the doors closed, and then it raced off down the tunnel.

The others all came down the stairs on their snowmobiles, before stopping them near the wrecked one.

"Raph! Ellie!" Leo gasped, as they got off.

The four Turtles ran towards their two siblings as they got up.

"You two okay?" Cath asked, going into doctor mode as they raised their masks up.

"I've been better, sis." Elisa answered, raising her mask.

"AH!" Raph groaned, raising his as Donnie and Leo helped him up.

"He's okay." Mikey said.

Police sirens then wailed outside, getting their attention.

"We better make ourselves scarce." Leo said.

"Yeah, before the boys in blue arrive." Elisa added.

They all began to run off, when Raph spotted something.

"Hang on a second." he said, getting them to stop.

He picked up the matchbox Slim had dumped.

"One of those yahoos tossed this." he said.

"What is it?" Casey asked.

"A matchbox." Raph said. "Complements of...the Sierra Hotel."

* * *

Later that night, after the Turtles got out of their disguises, they all stood on the rooftop opposite the Sierra Hotel, Raph and Mikey both looking through a pair of heat vison goggles, which were through a pair of binoculars.

"Hey, check it out. They've got free cable movie channels." Mikey said.

"Let me see?" Casey asked.

"Stay focused, guys." Leo said sternly.

"Got 'em." Raph said, spotting Slim in a window. "There's our man. Mr. Matchstick himself."

"Which room, bro?" Elisa asked, crouching down next to him.

"3rd floor, 5th room from the end." Raph answered, raising his binoculars.

* * *

A little later, Slim and the twins stood in a hallway of the hotel, when a elevator door opened in front of them. They all then walked into the elevator, then Bobby pressed a button, closing the door.

Casey and the male Turtles then all peeked out from a door in the hallway - expect Leo who came out from a light on the ceiling - while Elisa and Cath came out of another door further down the hallway.

"Okay, they're gone." Leo said.

"Why don't we just ice those suckers?" Casey suggested.

"We have to find that Golden Puck first." Leo explained, hopping down from the ceiling.

"Yeah, Case." Elisa said, as they gathered together. "We need to think this carefully."

"Elisa's right. If they know we're onto them, it might ruin any chance we have of finding the stolen puck." Donnie began, taking a device from his bag. "But, since they were _nice _enough to go out..."

He took a keycard from the device, before putting it into a slot next to the door, unlocking the door. Raph opened the door and then they all came into the room and began looking around.

Leo and Raph checked under the beds, Cath in the bathroom, Donnie and Mikey in some drawers, and Casey in the wardrobe, as Elisa stood near the door in case someone came by.

"It's not here." Leo said, looking in a sock drawer.

"Those cowpokes must've stashed it somewhere else." Raph deduced.

"Oh, just great!" Cath complained, coming out the bathroom.

"We'll have to follow them." Donnie realized. "I'll bet they'll lead us right to it."

In the hallway, the elevator came back up, and then it opened up, showing Slim and the twins.

"I can't believe you left the keys to tha van in the room, Robbie!" Slim snarled, as they walked down the hallway.

"Nuh-uh. Bobby's what done it." Robbie argued.

"I ain't done it." Bobby argued. "You done it."

"Nuh-uh. You done it." Robbie argued, as Slim approached the door.

"Did not!" Bobby argued, as Slim put a keycard into the slot.

"Did too." Robbie argued.

Elisa gasped as she approached Casey and the others.

"They're right outside." she gasped.

Slim then turned the handle, but when he opened the door, as Raph and Casey had hidden themselves, while the others had all escaped the room.

"Lights." Slim ordered, as Raph stared at them from above the door.

Robbie turned on the lights, when the other Turtles noticed Casey's hiding spot - right between the two beds, with his hands under one each, and his head under the drawers between them.

"Casey's in the open." Leo gasped.

"What a bonehead!" Elisa frowned.

"Hang on." Mikey said.

He jumped along to another window, which he then opened up, before hopping into the room.

"Bobby, get tha key and let's go." Slim said, pointing at the keys, which were on the drawers Casey's head was under.

"Oh, great!" Cath muttered, face-palming herself. "Hurry up, Mikey."

Bobby approached the keys, making Casey gulp as he got close to him. A knock on the door made Slim and the twins turn to it, all aiming their rifles at it.

"Robbie, let's see whose come a visiting." Slim said.

They both approached the door, then Slim opened the door, showing Mikey on the other side, holding a bunch of towels to hide himself.

"Housekeeping." he said squeakily, sounding like a girl. "More towels for you."

"Sometimes, I think he's more of a girl than we are." Cath whispered to Elisa.

"I won't argue there, the way he screams." Elisa agreed.

"We don't need no stinking towels!" Slim snarled, slamming the door shut.

"Ah!" Mikey yelped, falling onto his shell, making him drop the towels.

Slim and the twins turned around and saw the window was now open, the wind flapping the curtains.

"That window open before?" Slim asked.

"Don't know." Robbie answered.

"Think so." Bobby said.

But it hadn't, as Elisa and Leo had both dashed in while Mikey kept them distracted, allowing them to get Casey out of the room. Slim approached the window and looked outside, but saw no one, as Leo and Elisa had hold of Casey above them, as Donnie and Cath stood nearby - Elisa also gagging Casey.

"Just get the key and come on." Slim said, turning around. "The big man himself will be here any minute."

* * *

Later, the three of them were standing near a van outside the hotel, but then turned as three black cars showed up and parked all around them. A man got out of one, then opened up the back door, and then a chubby man with glasses, wearing a grey jacket and cowboy hat and boots called Mr. Arboost got out.

"Well, boys, y'all got what I asked ya?" he asked.

The twins opened up the van, and opened the back doors up, showing the Golden Puck.

"We got it, Mr. Arboost." Slim assured. "But, it cost a bit more than we figured. Had to ditch our Parahawks."

"Well, you know me, boys. Money don't mean a thin'." Mr. Arboost said, approaching the Golden Puck. "Send me the bill, and add a little somethin' for doin' a fine job."

On the rooftop of the hotel, Casey and the Turtles were all looking down at them.

"Why, thank ya, Mr. Arboost." Slim said. "This is my brother Robbie, and my other brother Bobby. You boys thank Mr. Arboost now."

"Thank you, Mr. Arboost." the twins said, taking their hats off slightly.

"Boys, I can't wait to see the faces on those suits, when I tell 'em I got their precious Golden Puck." Mr. Arboost said, turning to them. "Wouldn't give me a Super Slam Hockey team. Said my image was all wrong. But so what if I just got outta jail. Big deal, I want a Super Slam Hockey team! And now, I got me a golden bargaining chip, ain't that right boys?"

Slim and the twins all nodded.

"Time to clock these clowns and get the puck?" Casey inquired.

"Yes. Time to clock these clowns and get the puck." Leo assured.

As Mr. Arboost turned around to pick up the Golden Puck, Leo jumped down and landed in front of him, Slim and the twins.

"Ah!" Mr. Arboost gasped, as Raph and Elisa landed behind them.

He backed away in shock.

"What in tarnation?!" he exclaimed.

Mikey and Cath then jumped into the back of the truck, then Leo and Raph closed it up and Elisa hopped onto the roof. Leo and Raph then followed her, then Leo took out the keys, before Donnie landed in front of the cowboys.

"UH!" they moaned, as he spun around and whacked them all with his Bo.

"Goongala!" Casey yelled, before he landed on the van hard.

He then fell off and landed right next to the driver's door.

"Casey, heads up!" Leo yelled, tossing the keys.

Casey turned and caught the keys, then got into the van and started her up, as Mikey and Cath both sat near the Golden Puck. Donnie then pole-vaulted over the van, then grabbed the passenger's door, before Casey raced the van away.

Slim and the twins helped Mr. Arboost up.

"After them!" he ordered. "After them!"

He, Slim, the twins and his men all hopped into the three cars, and then chased after the van. Donnie then hopped inside the van, while Leo, Raph and Elisa all crouched down to keep a hold of the roof.

The three cars chased the van, then a man rose up from all three of them, and fired a laser rifle at the van, missing as Casey skidded it along the road, but also hitting and destroying a car.

"Keep that Golden Puck safe, Mikey." Casey said, as Mikey kept had his arms around it. "It's really old and stuff!"

His skids caused Mikey and Cath to bang against both the walls.

"It's...not the...Golden Puck I'm worried about!" Mikey yelled, as they banged from wall to wall.

"You just make sure Leo, Raph and Elisa don't fall off!" Cath yelled.

The three eldest Turtles all turned to the cars as they gained on the van, then one of the men ducked down into his, before the driver rammed the back of the van.

"Whoa!" Donnie and Casey yelped.

The car rammed the van again, making it spin around of control.

"Whoa!" the eldest Turtles yelped.

Raph and Elisa then both fell off the van, but then Leo grabbed Raph, who then grabbed Elisa, her feet just inches from the ground.

Inside, the three younger Turtles gasped and screamed as Casey skidded the van down the street, before turning right. The cars all followed, as Elisa's feet began to touch the ground, making her skid along it, as Casey turned back.

"Hurry up, Leo!" Elisa yelled. "My feet are getting sore!"

"I'm working on!" Leo assured.

"Well, hurry, 'cause we got trouble!" Raph yelled.

Leo and Elisa turned and saw he was staring at one of the cars, which was getting close to them. It then rammed the van, making Raph and Elisa let go and fall backwards.

"Raph, Ellie, no!" Leo yelled.

"AGHH!" Raph and Elisa yelled.

Elisa then landed on the road and skidded along it, while Raph landed on the back of one of the cars.

"Ellie!" he yelled, loosing sight of his sister.

He pulled himself up angrily, then jumped and twirled around in the air, before landing on the front of the car. He took out one of his Sais, spun it around while bending down, as the driver skidded the car along. Raph then smashed the glass and hit the man with the butt of his Sai, knocking him out, skidding the car to a stop. Raph then back flipped away and landed right on top of Leo, causing them both to fall onto their chests.

"I lost sight of Elisa." Raph said.

"So did I." Leo said. "I hope she's okay."

The middle car then skidded to a halt, and then the other two crashed into it.

"Ah!" they moaned, as the drivers got out.

Casey kept racing the van off down the street.

* * *

Later, Casey parked it in an alley, and then the five Turtles gathered around him - Donnie still sitting beside him in the front.

"Okay, we have the Golden Puck." Leo said. "Now let's turn it over to the authorities, find Elisa and call it a night."

"No way! Those goons are still out there." Casey argued, punching his fist. "We gotta catch 'em and teach 'em a lesson once and for all."

Static then came from the radio, getting their attention.

_"Jimmy, this is Mr. Arboost."_ Mr. Arboost said. _"You read?"_

_"Loud and clear."_ Jimmy said.

_"Jimmy, we need us some new transport."_ Mr. Arboost explained. _"Pick us up at 3rd and 128th."_

_"On our way."_ Jimmy said.

Casey picked up the radio, and turned to the Turtles - expect Donnie.

"I got an idea." he said.

"Oh, man!" Cath moaned, face-palming herself as Mikey folded his arms. "Just great."

"Come on back, Donnie bear." Casey said into the radio. "We got us the Golden Puck and we're taking it back to the Central Park, so the authorities will find it right there where it was stolen."

"Uh..." Donnie stuttered, as Casey held the radio near him. "..that's a big 10-4."

* * *

At the crash site, Mr. Arboost and the twins were looking at the wrecked cars, while Slim sat in one, all listening to Donnie and Casey on the radio.

_"Sounds like a _great_ idea."_ Donnie said.

"Mr. Arboost, those morons are broadcasting on our channel." Slim said, pointing at the radio.

"Well, lucky for us. Now we know right where the Golden Puck will be." Mr. Arboost said, before turning to the twins. "Saddle up, boys. I want that Golden Puck."

As they began to get sorted out, Elisa peeked out from an alleyway nearby, having heard everything.

"Don, I hope you know what you're doing." she muttered.

She turned around, jumped from wall to wall, before making it to the roof, but then collapsed slightly.

"Uh!" she moaned, clutching her left ankle. "I hope Cath can fix this."

She then ran as fast as she could along the rooftops, while clutching her left leg.

* * *

Later, in Centerl Park, Casey put the Golden Puck back on its stand on the Ice Hockey rink. He then lifted his mask up, while turning to the five Turtles - who were hiding behind a wall - and then winked and held his thumb up.

"Remind me again why this was such a good idea?" Donnie asked.

"Yeah, instead of finding Elisa?" Cath added annoyed.

"It wasn't a good idea. It was Casey's idea" Leo whispered. "And we _should_ be out finding Elisa."

"If this plan works, I'm gonna eat my shoe." Raph said, shaking his head.

"We don't wear shoes." Mikey said, making Raph slap him. "Ow!"

He glared at Raph, before all five of them saw a helicopter shining a light down on Casey above them. It lowered itself down, before it landed on the rink between Casey and the Turtles. Robbie and Slim both got out, as Mr. Arboost stood in the doorway.

"Hand over the Golden Puck, son?!" he demanded, before getting off the chopper.

"You're gonna have to pyre it from my cold lifeless hands!" Casey bellowed, as Bobby and more men got off.

"Alrighty then." Mr. Arboost said. "Boys, open sees on our Mr. Hero."

Slim, the twins and the men all aimed their rifles at Casey.

"Hold on, hold on." Casey said, waving his hands. "There's something I want you to know: I have friends."

He snapped his fingers, but the five Turtles didn't come out, confusing him. He looked around as all the cowboys smirked, thinking he was joking.

"I said; I have friends!" Casey repeated, leaning on the stall.

The Turtles _still_ didn't come out.

"Uh..." he gulped nervously.

Behind the wall, Raph and Mikey were laughing quietly, as Leo held one of his swords, as Donnie and Cath smiled.

"Think he's sweated enough?" Leo asked quietly.

"Hello, friends?" Casey called, sweating. "Remember?!"

"Now, son, you're obviously plum local." Mr. Arboost said, as the Turtles came up from the wall. "So I don't wanna waste anymore time on ya. What I _do_ want, is that Golden Puck."

Casey smiled upon seeing his friends, and then folded his arms.

"And I always get what I want!" Mr. Arboost snarled.

"Well, I hope you want a whole heaping help and a butt-whooping, 'cause that's what you're gonna get." Casey said.

The five Turtles all jumped out from behind the wall.

"Open fire!" Mr. Arboost ordered.

Slim, the twins and the men all fired their rifles at Casey, who dived down behind the stall with the Golden Puck, before pulling it down so it didn't get hit.

"Yo, watch it with the Golden Puck!" he yelled. "It's really old and stuff!"

Leo jumped over the helicopter and dived towards the men.

"Ahhh!" he yelled.

One of the men turned around, before Leo sliced off the end of his rifle, shocking him.

"Ah!" he gasped, as Leo landed in front of him.

Leo then kicked him away, then turned to another, who tried to punch him twice, but missed as he ducked. Leo then bent back and dug his swords into the ice, before kicking the man away.

"Slim, wes under attack!" Robbie exclaimed.

"By some fellas in funny frog costumes!" Bobby gasped.

"Well, this is New York City, boys." Slim reminded them.

"Right." both twins said.

Raph ran along the top of the stand wall, then saw two men who had their backs to him. He somersaulted forward, rolled down the wall on his shell, then raced across the ice on it. He raced past both men and the twins, then dug a Sai into the ice, before spinning around in a circle, kicking them all and another away. He then got to his knees, twirled his Sais around, before jumping away.

Slim fired his rifle at Mikey, who kept dodging by doing sideways handsprings and side jumps to his right, before sticking his tongue out.

"Nah-nah!" he said, as a blast hit the fence, making a hole in it.

Cath skated across the ice as two men fired at her, making her miss, before she glared at them both. She then somersaulted forward, and then skated towards the two men on her shell, shocking them both. she then knocked them both over like they were bowling pins, before she stopped and got up.

Donnie jumped along the ice, then skated along it, before whacking a man with his Bo like a hockey stick, sending him flying away. He then skated up towards a ramp, then jumped over it, and then flipped backwards to avoid some blasts. He then landed between the twins and then whacked them both by raising his Bo up, sending them both flying away.

"You stay here outta trouble." Casey whispered to the Golden Puck. "I'll be right back."

He lowered his mask, then picked up six hockey sticks, putting five down the back of his jacket.

"Yahoo!" he yelled, as he skated along the ice.

"What the?!" Mr. Arboost exclaimed, as Slim aimed his rifle.

Casey skated towards them both.

"Goongala!" he yelled, jumping forward.

Slim gasped as Casey whacked him with the stick, knocking him down and knocking his glasses off. He then knocked down four men as he skated past them, before pulling out the rest of the sticks, as he raced past the Turtles.

"Yo, fellas, catch!" he called.

The five Turtles all caught a stick each and grinned.

"Come on." Leo said.

They all began skating along the ice, as Bobby ran towards Robbie, before helping him up.

"Uh!" Robbie moaned.

They both gasped as Mikey and Donnie skated towards them both, then they ducked as Donnie jumped over them. Mikey then rammed Robbie as he turned around, pushing him right towards a small wall, which Donnie back flipped near, making him crash into the wall.

"Uh!" Robbie moaned, before both Turtles rammed him into the wall, knocking him out.

Bobby stumbled along the ice, before Raph whacked him in the back with his elbow, making him turn around. Cath then whacked him in the back with her stick as she skated past him, knocking him to his knees, making his hat fall off, which he reached for, before Leo skated off with it.

"My hat!" Bobby complained.

Raph then skated towards him, skidding across the ice, making some land on Bobby's face, which he shook off by shaking his head.

Donnie and Mikey then skated towards him and wrapped his arms under their own.

"Oh, no. Oh, no!" he gasped.

Both Turtles skated along the wall with him, before heading back towards the ice.

"Oh, no! NO! NOO!" Bobby yelled, as he turned and saw another ramp.

Donnie and Mikey skated up it, and then threw Bobby away.

"NOOOOO!" he yelled.

He went flying towards the helicopter, and landed right near it and Casey. Cath then whacked Bobby's hat with her stick towards Casey, where it landed near Bobby.

"Wahoo!" Casey whooped.

He turned around and saw Mr. Arboost running away, but then stopped and turned around when he came to a wall.

"Alright, boss hog!" Casey bellowed, skating towards him. "Now you're gonna learn what Slam Hockey is all about!"

He spun his stick around, just as Mr. Arboost took out a rifle and aimed it.

"Aha." he sniggered, before Casey whacked it out of his hand. "Ah! Now, now hold on, son. Ima sure we can make a deal."

"Deal with_ this_!" Casey bellowed.

He whacked Mr. Arboost with his stick, sending him right into one of the goals on the rink, setting of the scoring alarm. Raph and Donnie approached Casey, as Leo, Mikey and Cath all stood by the helicopter.

"Super Slam Hockey." Casey said, shaking Raph's hand, before pulling back. "It's the best!"

"Guys!" a voice yelled.

They all turned as Elisa came climbing over a wall, before she fell and landed on the ice.

"Elisa!" Cath gasped, as she skated towards her.

Raph and Leo followed quickly, while the others followed slowly.

"Guys, you've..." Elisa gasped, getting up, before seeing she was too late.

"You okay, sis?" Cath asked, crouching near her.

"Yeah, apart from a busted ankle." Elisa complained, touching it.

"I take it you overhead them and came to warn us." Leo assumed.

"Yeah." Elisa replied, as Cath checked her ankle.

"Well, you're too late, Elisa." Donnie said. "We've already taken care of it."

"You mean I_ missed _all the fun?!" Elisa exclaimed.

"Sorry, sis." Raph said.

"Uh! I should've stayed in bed today!" Elisa complained, folding her arms.

The others all laughed.

* * *

A while later, the Police arrived in a van and some cars, as Casey and the Turtles all hid in the bushes, Cath holding some ice on Elisa's ankle.

"Thanks, guys." Casey said. "Saving the Golden Puck meant a lot to me."

"Forget about it, Case." Raph said, as the Police began escorting the cowpokes towards the van.

"But check out the final score." Donnie said.

"Ninja Turtles and Casey Jones: 17." Leo said, as Mr. Arboost got into the van.

"Texas yahoos: zip." Raph said.

Slim and the twins got into the van.

"Turtles and Jones rule." Casey said, linking hands with Raph.

"Yeah!" the Turtles all said as they got up, expect Elisa.

"Know it." Casey said.

"Still sore about missing the action?" Cath assumed, helping Elisa up.

"Yeah." Elisa said, wrapping her arm around her sister. "You better not make me miss out next time!"

"You got it, sis." Raph promised.

"You know, I never did get any pie." Mikey said, as the Police vehicles road away. "Where was that stinking pie anyway?"


	19. Rogue in the House Part 1

**A/N: Please read and review?**

* * *

The Turtles and Casey stare at Karai's aides on a rooftop, as she lands in front of them.

_Leo: There comes time in the life of the ninja..._

Leo and Karai slash swords together.

_..when he or she must choose..._

They lock their swords, before Karai kicks Leo in the chest, knocking him onto his back.

_..between the path that others would have them follow..._

Karai jumps up and lands with her foot on Leo, pinning him down.

_..and the true path of their heart._

Young Karai stares at Oroku Saki.

_Karai was raised by the Shredder..._

Saki looks at a teenage Karai in a dojo.

_..taught ninjutsu by the Shredder..._

Saki and young Karai do punches together.

_..and she serves the Shredder still._

Saki hands Karai a sword as she bows before him.

_But there's something about Karai that's different._

Karai stares at her aides while sitting behind a table as they bow before her. She presses a button, then enters a hidden room.

_She's not like the Shredder and because of that, Karai is going to have to make a..._

Karai bows before the Utrom Shredder, floating in a tank, his Exo-Suit body lying on a table.

_..choice between serving the Shredder and serving own sense of honor. I only hope she makes the right choice._

Karai opens her eyes.

* * *

On the Foot Freighter ship, Karai walked through a door as it opened, before walking towards the hidden room as it opened up. She walked past the table and into the room, before she bowed her hands before the Utrom Shredder.

"You summoned me, Master?" she asked.

"I did." Shredder said, opening up his eyes. "My recuperation is finally at an end. The worms have done their work."

The worms around him came off him and swam away.

"At long last..." he said, as a hover pad came beneath him. "..the time has arrived for my resurrection."

The water in the tank vanished as Karai approached him.

"As you command, Master." she said, bowing.

She picked him up by the hover pad, then walked towards an Exo-Suit covered in the Shredder's armour, before putting him inside of it. She backed away as he turned around, then pressed a button, powering up the armour, which was now shiny than his old suit.

"And so, I stand before the world..." he said, before the chest closed up, covering him. "..reborn! But, we have little time to waste. The Utroms who hunted me and their accursed human Guardians may have gone, but they will return in greater numbers."

They both walked out of the room.

"We must be ready." Shredder said.

"Unfortunately, my lord, we are_ not_ ready." Karai explained, as the door closed.

"What?!" Shredder exclaimed, turning to her.

"Many of your followers were _destroyed_ in the futile war for control of New York." Karai explained.

"Yes, Karai." a man said.

Shredder turned around, then he and Karai saw Hun approaching them from the shadows.

"But what we lack in numbers, we make up for in strength and loyalty." he stated, punching his fist, before bowing. "Master, it's good to see you back in action. And, if you would allow me, I'd like to show you what we've been working on."

Shredder and Karai both walked past him.

* * *

Later, all three of them entered a lab, where a bunch of Foot Technicians were working at computers, then they walked down a hallway past the technicians.

"First, Master Shredder, I have a little welcome back present, that I hope you will enjoy." Hun said, as he stopped by a tank with a brain in, and turned to Shredder and Karai. "May I reintroduce you to Baxter Stockman."

He stepped away from the tank, letting Shredder and Karai stare at Stockman, as an eye on his brain turned to them.

"Ah!" Karai gasped.

"_This_ is Baxter Stockman?" Shredder inquired. "Ha. You've lost weight."

"Of course it's me!" Stockman scowled. "Look around you?! Do you think this facility would've been possible_ without_ my genius?"

The Foot Technicians all worked at their stations.

"These imbeciles working for you, have the technologically savvy of a lemur." Stockman said.

"And you've been very naughty, Stockman; betraying me once too often." Shredder retorted. "You should've quit while you were...a head."

"Go ahead and laugh, Shredder." Stockman said, as the Shredder laughed. "If it wasn't for my knowledge reguarding your body..."

Hun turned a knob near the tank, quieting Stockman's voice.

"..your technology-"

"One of the greatest _benefits_ of having Baxter Stockman in _this_ state." Hun explained. "Allow me to demonstrate how the good doctor was induced to hand over so much of his information."

He pressed a button on a remote, causing lighting to come into the tank, shocking Stockman.

"AHHH!" he moaned. "AGHHHHHHH!"

Hun and Shredder looked amused at the torture, while Karai looked disgusted.

"Master, where is the_ honor _here?" she asked. "His misery should be put to an end, not prolonged."

"Do not presume to question me, Karai?" Shredder snarled, turning to her. "Stockman is the prefect example of those who betray me!"

Hun pressed the remote again, stopping the lighting shocking Stockman.

"Is that clear?" Shredder asked.

"Yes, Master." Hun understood. "A prefect example. Now, if I may show you my new army."

He and Shredder walked off, then Karai slowly followed, along with Stockman who floated.

"These are our latest and most deadly weapons of destruction: The Foot Mechs." Hun explained.

They stopped by a Technician, who turned to them, while standing near the Foot Mechs. The Technician bowed, as lights came over the Foot Mechs, two of which were dressed in suits and almost disguised like an Utrom Exo-Suit, expect for the faces, while the others were all more metal like. Two of them were nowhere near complete, as only their torsos appeared, the next one was missing both its arms and head, while the next was just missing his head, while the next one had a claw for its left hand. The last three were fully complete, one with a cannon for a hand, one armed with a sword, and the last with a metal staff.

"As you know, the Utrom Exo-Suits process unimaginable strength and reflexes." Hun explained, turning to Shredder and Karai. "These 11 Foot Mechs are an advanced android technology..."

He walked towards the Technician, who stood by a panel.

"..based on the Exo-Suits, and upgraded with weaponry." he explained, before turning back to his master. "They will be completely under your control from this Command Centre."

"11?" Shredder inquired. "Why only 11?"

"Well..." Hun began, pressing a button on the panel, showing a weird looking bio-chip on the screen. "..these Foot Mechs are constructed around an Utrom bio-chip, that's _beyond_ our ability to create or replicate. We were only able to recover 11 such bio-chips from what the Utroms left behind."

Shredder put his hands on his hips, as Hun approached him slightly.

"But 11 may be all we need." Hun explained. "Nobody else on Earth will have weapons like these."

He turned to the two in the suits, which stood near the 11th Foot Mech, which was smaller and still in darkness.

"When finished..." Hun began, approaching the two, before turning back to the Shredder. "..these two will be prefect reproductions of the President of the Untied States, and the Prime Minister of England."

Shredder, Karai and Stockman approached the last Foot Mech.

"And, I think you'll really enjoy this one, Master." Hun assured.

A light came over the Foot Mech, showing it to be a reproduction of Master Splinter.

"Ah!" Shredder gasped.

The Foot Mech Splinter pounced onto the ground, then a large metal block came down from the ceiling, with a drawing of a Turtle on.

"Watch this." Hun smirked.

The block stopped lowering itself, then four Technicians grabbed it and steadied it.

"Foot Mech, destroy!" Hun commanded, as the Technicians ran off.

Foot Mech Splinter's eyes glowed, then it jumped and somersaulted forward, before kicking the block. It then kicked it again, before punching it, denting it badly, before the Mech bowed.

"It is prefect." Shredder remarked, approaching the Mech.

Hun smirked as he turned to Karai, who folded her arms. The ship's foghorn then sounded as Karai approached her father.

"We have arrived, my lord." she explained, as the ship had docked in a harbour.

"Good. Let us test these new Foot Mechs." Shredder said. "Send this one out to hunt down the Turtles. Find their hiding place, and destroy them once and for all."

He laughed evilly.

* * *

Later that night, down in the sewers, two rats were eating some cheese, when a loud noise made them run away. The Turtles then all came racing down the tunnel on a new Shell Sled Donnie had built, each matching their headband color, with a flashlight on to help them see.

"Ha, ha!" Mikey whooped.

"Yeah!" Leo and Donnie cheered.

"Wahoo!" Elisa whooped.

"Yeah!" Cath and Raph cheered.

Raph revved his up past the others, but then Elisa started chasing him.

"Yeah!" Raph whooped.

"Whoo!" Elisa cheered.

Raph moved his over so it was on top of the tunnel, making Elisa follow him, before Raph spotted something in the distance.

"What the?" he muttered.

Elisa then noticed the thing as well.

"What the shell?" she gasped.

They both slowed their sleds down, and saw a Triceraton standing before them - the same one who'd escaped during their skirmish at the T.C.R.I. building, his space outfit now ripped slightly.

"Hey, Raph, Ellie, what's with the hold-up?" Mikey asked, as he and the others came up behind them.

"See for yourself." Elisa said, pointing at the Triceraton.

"Whoa." Mikey said. "A Triceraton?!"

"But how?!" Cath exclaimed.

"It can't be!" Raph said, getting up.

"A Triceraton, here?" Leo questioned, getting off his sled.

He took his swords out as the others got off their sleds, all confused and shocked by what they were seeing.

"You don't think it's an invasion, do you?" Mikey asked, as they took out their weapons.

"I sure not." Cath shuddered.

"Ah!" the Triceraton moaned, shaking his head. "Enemy sighted."

He charged at the Turtles as they got ready to fight.

"Enemy engage!" he shouted.

To the Turtles surprise however, he ran past them and towards the Shell Sleds.

"Huh?" they muttered.

The Triceraton pounced onto Donnie's sled, then raised it up and banged it against the ground twice, before letting it go.

"Federation robot!" he growled, slamming his fists onto the sled.

The Turtles looked shocked as he kept smashing the sled.

"Um...what's up with that?" Mikey questioned.

"I have no idea." Elisa said.

"Got to...destroy with extreme prejudice!" the Triceraton barked, smashing the sled.

Once he smashed the sled, he began to gasp from breath, touching his neck as he turned to the Turtles. He coughed badly as he fell to his knees, like he was suffocating.

"It's the air." Donnie realized. "His breather mask is cracked. His breathing our air and it's affecting his brain."

"And it's also poisoning him." Cath noticed, feeling sorry for him. "Remember, the Triceraton Homeworld's atmosphere is made up of nitration and sulphur. Our oxygen's making him delusional."

"Sirs...Ma'ams..." the Tricerton gasped, standing at attention as the Turtles put their weapons away. "..Trooper Zog, serial number X-J-4, reporting (Cough) duty, sirs."

He saluted them all, confusing them, before Leo saluted back.

"I think he thinks we're some kind of Triceraton Officers or something." Raph deduced.

"He really must be delusional then." Elisa realized.

"What should we do?" Donnie questioned.

"Anything that might keep big horned and ugly from ripping us limp from limp." Mikey squeaked.

Cath approached Leo.

"Um, Leo..." she asked.

"Uh...at ease, solider." Leo ordered, approaching Zog. "Situation report?!"

"Must complete...mission, sir." Zog explained, gasping as Leo walked around him.

Leo stopped in front of him, as Cath came closer to them both.

"And what mission is that, solider?!" Leo asked.

"Must capture Fugitoid at all costs, sir." Zog explained.

**(Flashback)**

The Turtles and Honeycutt stand on the Transmat in the T.C.R.I. building.

_"My squad was pursuing target..."_

Zog, two other Triceratons and three Federation soldiers materialized behind them.

_"..when we were caught in energy beam. (Gasp) Transmitted to coordinates unfamiliar to this soldier."_

The Turtles and Honeycutt turned around, as one Triceraton pointed a Honeycutt.

"Seize it!" it ordered.

"Oh, dear." Honeycutt gulped.

"Fire!" a Federation solider barked.

The three of them and the Triceratons began blasting at each other.

_"Engaged Federation forces also tracking Fugitiod."_

They all ducked to either side of the platform for cover - Zog going missing in the progress.

_"And in heat of..."_

Zog climbed towards a hole and fell into it.

_"..became separated from my unit."_

Zog fell into the sewers, making a big splash.

_"Target not captured."_

Zog began walking down the tunnel.

_"Unable to reconnect with squad."_

**(Flashback ends)**

"And lost weapon, sir." Zog finished, before he turned around and walked off slightly "Request permission to terminate self, for disgraceful failure of mission, sir?"

"What?" Leo gasped.

"Huh?" Cath muttered.

"Uh, wait, no!" Leo said, running towards Zog. "I mean, uh...the Fugitiod mission was a success. Yes, you are to be commended for your...survival stills."

Zog opened his eyes. "Yes...sir." he said, struggling to breath. "Thank you, sir."

He coughed badly, making Cath turn around and run towards the others.

"This poor guy's breathing poison." she said. "Donnie, is there something you can do?"

"Well..." Donnie said, as he approached his sled. "Maybe I can rig up a temporally breather from one of the nitration fuel enhancer tanks on the Shell Sled."

"Hey, hold on." Raph said. "Are you two nutsos. If hornhead here gets a clear head, he might realize that we're the enemy and wipe us out."

"But we can't turn our backs on him when he needs help." Cath argued. "Call it the doctor in me if you want, but I just can't let this happen."

Donnie picked up the tank he'd made. "She's right. It's just...wrong." he said.

They both turned and walked towards Zog.

"Here. Let us hook you up, big guy?" Donnie asked.

Cath took off Zog's space breathing mask, then Donnie put on the one he'd built from his Shell Sled's parts.

"Okay. I don't know how much this'll help, but you should breath a little easier now." Donnie promised.

Zog began to breath, the tank resting on his hip.

"Sir. Thank you, sir." he said, hitting his chest with his fist.

"My children!" a voice called.

The Turtles gasped as they saw Splinter nearby, limping down the tunnel, his left leg was wrapped between two pieces of wood.

"My children!" he groaned.

"Sensei!" Cath gasped, running towards him. "Are you okay?"

"An intruder in our lair." Splinter moaned, resting against the wall. "I was attacked. You must take me back. Defend our home...defend...!"

He fell into the water just as Cath made it to him.

"Master Splinter!" the Turtles gasped.

"Sensei!" Leo cried.

Cath picked him up and put his head on her knees.

"How is he?" Donnie asked frantically.

"He's hurt pretty bad." Cath replied. "He's barely breathing, and he's cold."

"What do we do?" Mikey asked.

"We're gonna do what we're told." Leo said, helping Cath lift their father up. "We're going back to the lair and-"

"And I'm gonna kick the shell outta whoever did this to Master Splinter." Raph vowed, punching his fist.

"Leave some for me?" Elisa asked, cracking her knuckles. "Nobody messes with out father like this."

Both of them ran back towards their Shell Sleds, as Cath and Leo helped Splinter onto Leo's.

"What about him?" Mikey asked, turning to Zog. "We can't just leave him here."

"Then bring him." Leo said, getting behind Splinter on his Shell Sled. "But let's go."

Donnie ran towards Raph's Shell Sled, as Cath ran towards her own.

"Soldier, follow us!" Mikey ordered.

"Yes, sir." Zog said, hitting his chest with his fist.

Leo sped up his Shell Sled and raced it down the tunnel, then the others all followed him - Raph riding behind Donnie - as Zog raced after them all as fast as he could.

"Whoa." Mikey said, as they rounded a corner.

They all stopped their Shell Sleds, and saw another Splinter - this one uninjured - standing in front of them, confusing all six Turtles.

"Huh?" Leo gasped, as his sled's light shined upon the second Splinter. "Master Splinter?"

They all turned from the one near Leo to the other, as the latter moved closer to them. Zog then arrived as they all got off their Shell Sleds.

"Am I seeing double here?" Elisa asked, rubbing her eyes.

"You're not, sis." Raph assured. "'Cause I am too."

"Put him down, now!" the second Splinter ordered.

"Master Splinter, what is this?" Leo asked the first.

* * *

On the Foot Ship, Hun, Shredder and Stockman were all looking at a red screen monitor, showing Leo looking at the second Splinter - which was the Foot Mech - as a technician sat near them.

_"What's going on?"_ Leo asked.

"Now you've done it, you muscle-bound-thug." Stockman sneered. "We can't have _two_ Master Splinter's in the _same_ place! You've botched the whole thing!"

"Back off, Stockman!" Hun snarled, holding up the remote.

Stockman backed away, not wanting to get shocked again.

"Try to get the Turtles to attack the rat." Hun ordered, making the technician work at the controls. "Accuse him of being an imposter."

* * *

In the sewers, the Turtles kept turning between the two Splinters, when Mech Splinter pointed at the _real_ one.

"That is what attacked me." it lied weakly. "Destroy it!"

"No, my children." Splinter said. "He is the imposter. You must believe me. Put him down, now!"

The Turtles all looked confused.

"Say what?" Mikey asked.

**(Foot ship)**

Shredder sighed annoyingly, making Hun turn to him.

"The Turtles will not be taken in by such an obvious ruse, Hun!" he snarled, pushing Stockman's tank slightly.

"Ah!" Stockman yelped.

"Destroy them now, while you still have the element of surprise!" Shredder ordered.

"Yes, my lord." Hun understood, before approaching the technician. "You head, Master Shredder. Activate the Foot Mech's lethal protocols."

He slapped the technician's shoulder, making him get to work.

**(Sewer)**

Mech Splinter's eyes glowed red, shocking the Turtles.

"Huh?" Leo gasped.

Mech Splinter jumped from his lap and kicked both Raph in the chest, knocking him onto Donnie.

"Wha!" they moaned, hitting the ground.

Mech Splinter turned around and kicked Leo in the chest, knocking him against a wall. It then turned as both girls came at him, when he jumped and split kicked them both, knocking them against the wall behind them.

"AH!" they moaned.

Mikey spun his Nunchucks around, before holding both ends, as Mech Splinter turned to him. It started to pounce towards him, when Splinter kicked it in the side, knocking it away against a wall, creating a hole in it.

Mikey looked confused as Mech Splinter turned to the _real_ Splinter, before sending two punches at him, which he dodged, before kicking it in the face. He then sent a punch at it, which it dodged, before grabbing his stick, before they both pulled on it.

Zog helped Raph and Donnie up, as Cath and Elisa shook their heads from dizziness, then they all saw _real_ Splinter back away from Mech Splinter, who sent a punch at him. It sent a few more at him which he blocked with his stick, before one knocked the stick out of his hands and into the water. It then jumped and kicked him in the arm, then kicked him in the face twice, sending him flying against a wall.

"UH!" he moaned.

"We've got to help him." Leo said, as the Turtles brought out their weapons.

"Yeah, but _which _him?" Raph inquired, crossing his Sais over.

"Yeah, I can't tell who's who!" Elisa said.

Both Splinters began to circle each other.

**(Foot ship)**

Shredder and Hun both looked at the monitor, showing Mech Splinter facing the_ real_ Splinter.

"Hun, I am growing impatient." Shredder scowled, frightening Hun. "Finish them now!"

Hun turned, and began shaking the technician's chair.

"Take it up to full force attack!" he ordered.

The technician began working at the computer, pressing buttons on it.

**(Sewer)**

Mech Splinter's eyes glowed brighter, before it sent a punch at the _real_ Splinter, but missed as he dodged, making it punch a hole in the wall. It then turned to him, then jumped up and kicked him in the chest, knocking him onto his back in the water.

"Master Splinter?!" Donnie gasped.

"Sensei!" Cath cried.

Mech Splinter turned to them all, then pounced forward, before it charged at them all. It then ducked as Leo slashed his swords at him twice, before punching him in the jaw, sending him flying towards his Shell Sled.

Raph then tried to stab it, but missed as it jumped over him, then they turned to each other, before it punched him in the chest, sending him flying. Elisa then tired to slice him with her Kamas, but missed as it dodged, before kicking her in the chest, knocking her into a wall. Donnie then came up behind it, then whack it in the shoulder with his Bo, before it turned to him, grabbed the Bo and lifted it and him up.

"WHOA!" Donnie yelled, as he went flying to the floor.

Cath tried to pounce on it, but missed as it dodged, then she turned and tried to whack it, but it grabbed her arm, spun around and then threw her away, making her crash into a wall.

Mikey spun his Nunchucks around, when it came at him, then kicked him in the belly, and then in the chest.

"AHH!" Mikey yelled, as he went flying away, before landing in the water. "Oh."

Mech Splinter charged at Mikey, just as Leo, Raph and Elisa all got up.

"Yo, maybe it's time to send in the reinforcements." Raph suggested.

"Huh?" Leo and Elisa muttered.

They both turned around to Zog, and saw what Raph had in mind.

"I see what you have in mind." Elisa said.

They turned to Mikey, who was pinned against a wall, blocking Mech Splinter's punches with his fists and Nunchucks.

"Soldier, engage the enemy!" Leo ordered, pointing his sword at Mech Splinter.

"Sir, yes sir!" Zog obeyed, hitting his chest with his fist.

He turned around and charged at Mech Splinter, as Mikey kept blocking punches from it.

"For the Republic!" Zog yelled, jumping up and diving down.

He landed near Mech Splinter, and then punched it in the side, knocking it against a wall. It landed on its feet as sparks came out of it, and part of its furry disguise around its nose vanished.

"Ah!" the Turtles gasped.

Mech Splinter jumped closer to Zog, then jumped over him as he tried to punch it, before it kicked him in the back, knocking him forward. Zog then turned around and dodged as it tried to pounce on it, before he grabbed it by the back of the collar and picked it up. He then spun around with it, before banging it against the ground, then he raised it up and ripped it in half.

He growled as he raised his arm up, when Leo ran towards him.

"No!" Leo ordered. "Stand down, soldier. Mission accomplished. Defiantly accomplished."

Donnie and Cath both approached Mech Splinter, as everyone else stared at it.

"What I wanna know is where did Robo Splinter come from." Raph said.

"And who sent it?" Elisa wondered.

"It does not matter!" Splinter said, picking up his stick as his children all turned to him. "Whoever they are, I will_ not _stand by while they use my _likeness _to attack _my family_!"

He pointed his stick at Mech Splinter.

"We must strike back immediately!" he ordered.

His children were all shocked by his tone.

"Never seen him so streamed." Raph whispered to Leo and Elisa.

"Yeah...not even when he's mad at Mikey." Elisa noted quietly.

"Well, I'm kinda enjoying it." Raph admitted.

"You would." Elisa teased.

Donnie took something out of Mech Splinter's chest.

"Hey, a remote control module." he said. "If this Splinter was remote controlled, we can trace it to the source. You guys, stay with the robot. I'll be right back."

He ran towards Leo's Shell Sled.

"I need some equipment from my lab." he said.

He then revved the sled up and raced it down the tunnel.

* * *

On the ship, Shredder glared at Hun, who stared at the monitor screen confused and bewildered, which was now fuzzy.

"Hun?" Shredder snarled.

"Looks like, uh...it might be a malfunction." Hun stuttered.

"Find out what went wrong?!" Shredder demanded, holding his gauntlet near Hun's chin. "I want the Turtles destroyed!"

* * *

Later, back in the sewers, after Donnie had returned with his equipment, as well as some of Cath's medical supplies and the Sewer Silder, they all sat on their Shell Sleds - Donnie on Leo's, as Leo and Splinter sat on the Sewer Silder.

"Voila." Donnie said, holding up a scanner. "A direction finder, which seems to be pointing...that way."

He raced Leo's sled off down the tunnel, then Raph, Mikey and the girls followed on theirs.

"New mission, soldier." Leo told Zog.

He fiddled with a knob on the Sewer Silder, stretching out the back.

"Climb on!" Leo ordered.

"Sir, yes sir." Zog said, saluting.

He hopped onto the back of the Sewer Silder, rocking it slightly, before Leo raced it after his younger siblings.

* * *

Later, onboard the Foot Ship, Hun stood in the main room, as Shredder approached him.

"The Splinter Foot Mech has gone dark, Master." Hun explained, as Shredder walked past him, before he followed him. "The _last_ signal indicates that the Turtles may have discovered the remote control module. And, have become aware of our presence."

"Good." Shredder said, approaching a table. "Let them come, if they are foolish enough to try. It will give me great _pleasure_ to squeeze the life out of them with my _own_ hands."

He sliced the table with his gauntlet, slicing it in half, before he laughed evilly.

* * *

Later, once the Turtles, Splinter and Zog had made it to the docks, then ran towards a warehouse and leaned against one of its walls - expect Zog.

"This is it." Donnie said, looking at the scanner. "The signal's are coming from inside that freighter."

They all peeked out behind the wall, and saw the Foot symbol on the side.

"So then it_ was_ the Foot who synced that Splinter robot on us." Raph snarled.

"But, Karai leads the Foot now, and she gave us her word the Foot would leave us alone." Leo recalled.

"I am sorry, my son." Splinter said, shaking his head. "But in this case, we must believe what we _see_."

"But-" Leo argued, before Elisa pulled his arm down.

"She might not_ know_ about this, Leo." she said fairly. "This could be a faction who's gone rogue who don't respect her."

"Oh..." Leo understood.

They all peeked out and saw a few Foot Ninjas carrying crates, as others stood all around the dock boardwalk.

"Something tells me we're gonna be really,_ really _outnumbered." Donnie gulped.

"What we need is something to help us even the odds." Raph said.

"You got any ideas?" Cath inquired.

Mikey moved backwards, then motioned Zog to come towards him.

"Boys and girls, meet Zog, the equalizer." Mikey said, as Zog saluted.

Once the Foot had all vanished, Zog and the mutants all ran closer to the freighter. Donnie then put a headset radio on over his head, then turned and passed one to Cath.

"Okay, here's the plan." Leo said, as Cath put her radio on, before Donnie handed him some more. "We'll reconnoitre the ship, and see what we're up against."

He put a radio on, while passing the rest to Raph, Elisa and Mikey, who put them on.

"Ready for action, sir!" Zog reported, saluting.

He accidently whacked a crate while lowering his hand, making Leo run forward, catching it before it hit the ground. He put it down, before turning to Zog.

"Quiet, soldier!" he ordered quietly. "This is the recon part of the mission. We need stealth."

"Sorry, sir." Zog apologised, saluting. "But stealth is_ not _one of my..._strong_ points."

"No, duh." Raph said.

The Turtles gathered together.

"We obviously can't take him in there for recon." Leo whispered.

"I agree." Elisa said. "We'll be lucky if we last _five_ minutes before we're caught with him with us."

"So, what do we do?" Cath asked.

"Mikey, you stay here and watch Zog." Leo instructed. "Don, Cath...you two stay here and watch Mikey."

"Hey!" Mikey complained.

"Be ready to move." Leo instructed, turning to Raph and Splinter, motioning them along. "We'll contact you as soon as we know what the Foot are up to."

He, Raph, Elisa and Splinter then all ran off to the right, before they hid behind a crate. They all saw two Foot Ninjas walking away, then once they were out of sight, Raph ran forward and began running up a rope, followed by Leo, Elisa and Splinter.

On the freighter, three Foot Ninjas walked along the deck, when Raph jumped onto the deck behind them, crouching down. He took out a Sai, then pounced towards them quietly, before grabbing ones shoulder and pulling it back.

"AH!" it mumbled.

The other two Foot turned around, then Leo and Elisa came up behind them. Leo then kicked one as it brought out its sword, while Elisa rammed the other with her arm, knocking them both out. Both Turtles grabbed both Foot, before dragging them behind a crate.

Another Foot then showed up, looked around, before it peeked around the corner, and saw Leo, Elisa, and the two they'd knocked out. It gasped, then turned around to run away, when Splinter showed up over the ship's side, and tripped it up with his stick, knocking it onto its back out cold. Splinter then hopped onto the deck, as his three eldest children gathered around him, before he nodded.

They all looked around, Leo nervously, before he spotted a vent cover behind them.

"Looks like our way in." he whispered.

* * *

Later, the four of them crawled through the vent, then gathered around a vent cover beneath them. They all looked down it, and saw several Foot Technicians standing by the computers, before they saw one talking to the Shredder, shocking them all.

"I don't believe it." Elisa gasped.

"The Shredder?" Leo gasped. "Not again."

"I see he still gets his suits at the hardware store." Raph joked, noticing his new suit.

"Look, more robots." Leo said, spotting the Foot Mechs.

"They are manufacturing deadly assassins." Splinter realized. "They must be stopped."

"But what's with the two in the suits?" Elisa wondered, spotting the World Leader Foot Mechs.

"You got me, sis." Raph shrugged.

"Anyway, this facility must be completely and utterly destroyed." Splinter said.

"Don, here's the plan." Leo said into his radio.

**(Outside)**

The three younger Turtles and Zog kept their eyes on the ship.

_"We need to blow this ship sky-high."_ Leo explained._ "To do that, we'll have to get it out to open waters away from the city."_

The Turtles turned to Zog as they listened to Leo.

**(The vent)**

"Raph, Elisa, Master Splinter and I will take the bridge and get this ship moving." Leo explained.

**(Outside)**

_"Mikey, you and Zog cast off the mooring lines and meet us on the bridge."_ Leo instructed.

Mikey turned to Zog.

**(The vent)**

"Don, can you and Cath sink it?" Leo asked.

**(Outside)**

Donnie and Cath stared at the ship, before they turned to Mikey.

"Hey, if Cath and I can't figure out a way to take out a floating Foot Lab that's sitting on top of thousands of gallons of disel fuel, I might as well hang up my tool belt." Donnie said.

He and Cath then ran closer to the ship, hiding behind another crate. They then ran towards another, then ran closer to the ship.

* * *

On the ship, Shredder stood facing Hun and his Elite Guard in the main room, when Karai came running towards him, before she bowed before him.

"Master, we have a security breach." she reported, getting up. "We found several of our guards knocked unconscious."

"Hun, take the Elite and scour the ship!" Shredder ordered. "If it _is _the Turtles, hold them! I wish to destroy them _myself_."

Karai gasped as Hun and the Elite bowed. Hun turned and walked away, as the Elite jumped away, while Karai turned to them.

"Is something the matter, Karai?" Shredder asked.

"No. Nothing, Master." she lied, shaking her head as she turned to him, before bowing her head. "If you will excuse me, I will put the ship on full alert."

She turned around and walked off.

* * *

Outside, Mikey and Zog stood near a mooring line, which was wrapped around a anchor, which Zog then ripped off.

"Nice work, big guy." Mikey remarked. "Now let's get the front mooring."

They both ran off towards it, when a bunch of Foot Ninja showed up behind them, and began jumping towards them.

* * *

On the bridge, Splinter and his three eldest children approached the Capt.'s chair, before turning to the controls.

"Sheesh. All these buttons and not one of them says 'on'." Raph said.

The lights then came on, shocking the four mutants.

"Uh-oh." Elisa gulped, spotting Hun by a switch in the corner of the room.

"Welcome aboard, freaks." he sneered. "I'll be your cruise director for the trip. And I'll be_ happy_ to tell you, you'll be experiencing pain. Lots and lots of pain."

The Foot Elite all came jumping in through two of the front windows, then ran around the controls.

"AH!" the three Turtles gritted, bringing out their weapons.

"Uh, Mikey, now would be a _good_ time to bring in _our friend_; the secret weapon." Leo whispered into his radio.

The Foot Elite approached Splinter and his eldest children.

* * *

Outside, Mikey and Zog were surrounded by the Foot Ninjas who'd followed them, trapping them in a circle.

_"Mikey, come in?"_ Leo said over the radio. _"Mikey, come in?!"_

Mikey gulped as the Foot Ninjas brought out their swords.


	20. Rogue in the House Part 2

**A/N: Please read and review?**

* * *

Zog marches through a sewer tunnel while clutching his arm.

_Zog: Unit to... Republic Command, trooper Zog, making... _

Zog stops and salutes.

_..final report. _

He, two other Triceratons and three Federation soldiers materialize on the Transmat in the T.C.R.I building.

_Original mission was to abduct Fugitoid._

The Turtles and Honeycutt turn to them all.

"Seize it!" a Triceraton ordered, pointing at Honeycutt.

"Oh, dear." Honeycutt gulped.

"Fire!" a Federation solider barked.

Both the Federation and Triceraton soldiers fire at their each other.

_But... became separated from... _

They all duck to either side of the platform for cover - Zog going missing in the progress.

_..T__iceraton assault squad. _

Zog climbed towards a hole and fell into it.

_Escaped below ground... _

Zog fell into the sewers, making a big splash.

_..wandered alone..._

Zog begins walking down the tunnel.

_..for unknown number of days. _

Zog pounces onto Donnie's Shell Sled, as the Turtles stare at him.

_E__ngaged Federation spybots._

Zog lifts the sled up, then bangs it against the ground, before banging it with his fists.

"Um, what's up with that?" Mikey wonders.

_Little resistance. _

Zog kept banging the sled, until smoke came out of it.

_Attached myself to Triceraton Commando _

Zog salutes the Turtles and Splinter, then the Turtles salute back.

_..squad, Recon Division, in preparation..._

The Turtles race their Shell Sleds down a tunnel, Splinter riding with Leo while Donnie rode with Raph, as Zog runs after them.

_..for widespread Triceraton invasion. _

Splinter nods.

_General Splinter gave our orders: destroy..._

Zog and the mutants arrive at the harbour, staring at the Foot Freighter.

_..Federation stronghold at all costs. My fellow..._

Leo and Elisa gets behind two Foot Ninjas, who turns around, before Leo kicks one in the chest, as Elisa rams the other with her arm.

_..Triceratons infiltrated stronghold..._

A Foot backs away towards the gangplank, then turns around to run away, before Splinter whacks him in the feet with his stick.

_..with little resistance. They are great warriors..._

Splinter nods as his eldest children gather around him.

_..and I am proud to fight beside them. _

Mikey and Zog run towards a mooring line, as a bunch of Foot Ninjas jump after them.

_If we are to fall in battle, it will be with honor! _

The Foot Ninjas surround Mikey and Zog.

_Long live the Republic!_

Zog charges into battle.

* * *

At the harbour, Mikey brought out his Nunchucks, as he and Zog stood back to back, moving around slightly as they stared at the Foot Ninjas around them.

One held his sword up, then jumped up, making Mikey turn to him as he shined in the moon. The Ninja tried to slash Mikey, but he blocked it with the middle of one of his Nunchucks, before he ducked and tackled the Ninja, tripping him up.

Zog looked up as another jumped and dived towards them, before he grabbed him by the chest.

"Uh!" the Ninja gasped, as Zog pulled his arm back.

Zog then threw him away, making three run away slightly as he crashed into some crates.

"OH!" he moaned, as he smashed them, landing on his butt, before rubbing his head. "OH!"

Mikey and Zog stood back-to-back, as the Foot Ninjas surrounded them.

"How you doing, soldier?" Mikey asked.

"A-1, sir." Zog assured.

"Good, because the odds just got worse!" Mikey said, as they turned around.

Several more Foot Ninjas jumped along the rooftops nearby, before they landed and joined the others around Mikey and Zog.

* * *

On the bridge, Leo, Raph, Elisa and Splinter all blocked and dodged attacks from the Elite Guard. Raph stared at 1, while Leo faced 2 and 4 near the controls, Elisa faced 5 and 6, while Splinter faced 3 by the windows.

1 - holding his twin-bladed sword in separate halves - then dived at Raph and kicked him in the chest, knocking him away.

"Ah!" he moaned.

He banged his shell against a panel, before staring at everyone else.

"Leo, when you promised..." he began, blocking one of 1's swords with his Sais. "..you promised me an ocean voyage, this _wasn't_ what I had in mind!"

He kicked 1 away, as Leo stared at 2 and 4.

"It looks so much nicer in..." he said, blocking 2's trident and 4's spear with his swords. "..in the brochure."

He backed away as both 2 and 4 moved towards him.

"And much less..." Elisa added, blocking 5's scythe with her Kamas. "..dangerous."

She then dodged as 6 tried to stab her with his Nagamki, then did two back flips away as 5 tried to slice her with his scythe.

Splinter backed away as 3 came towards him, then jumped up as 3 tried to slice him with his axe, making him hit and crack open the floor. Splinter twirled around in the air, then landed near the smashed window, landing on the panel by it. He then jumped to his left as 3 tried to slice him again, making him hit the panel, before he back flipped off it and landed on the floor. He then blocked another slice with his stick as 3 dived towards him, before he turned left, and saw 2 and 4 charging at him with their weapons raised up.

Leo got between them and his father, then blocked their weapons with his swords, before they could hit him. locking their weapons.

"UHH!" Leo grunted.

He pulled his swords making, making both2 and 4 back off, before he spun around and kicked them both, making them skid along the ground slightly.

"Uh!" they moaned.

They both then stood easy, confusing Leo, as Hun came up behind him.

"Huh?" Leo muttered.

He turned around just before Hun punched him, sending him down onto his shell near both Foot Elite. He gasped and rolled right before 4 could stab him with his spear, then he got up and back flipped away.

"We gotta get this puppy out to sea!" he shouted.

* * *

In the Engine room, Donnie and Cath were both standing near a panel on a boardwalk, fiddling with a bunch of wires.

_"Donnie, Cath, what's the 4-1-1?"_ Leo asked.

"We've made it to the Engine Room." Donnie explained. "About to do some creative rewiring."

He twisted a wire, making it loose, as Cath did the same with another.

"I hope this works." Cath gulped.

* * *

On the bridge, Raph backed away as 1 came towards him, then blocked two slashes from his swords with his Sais. Raph then dodged past a third slash, before kicking 1 in the back, knocking him onto a panel.

Elisa backed away as 6 tried to slash him with his Nagamki, then dodged and rolled forward to avoid a slice with 5's scythe. She then turned to them both as they charged at her, before she jumped and split kicked them both, sending them flying across the room.

Splinter backed away as 3 raised his axe, before Raph and Elisa turned to them.

"Yo, Basket head, catch!" Raph yelled, tossing a Sai.

"Heads head, axe-wielder!" Elisa yelled, tossing a Kama.

3 turned around and whacked both weapons away with his axe, before turning back to Splinter, but saw he was gone. He turned around and saw Splinter had jumped towards the controls, before he pushed a lever forward.

"Uh!" he grunted, digging his stick into the panel as the engine started, making sparks come out of it.

* * *

In the engine room, Donnie and Cath kept fiddling with the wires, before they looked up and saw the engines working.

"Looks like we're getting underway." Donnie said.

"Let's just hope Mikey and Zog have taken care of the mooring lines." Cath said.

* * *

Outside, Zog picked up two Foot Ninjas from behind, and then banged them together.

"Uh!" they moaned, before he dropped them.

Another with a Bo backed away slightly, before Mikey dived and kicked him away, knocking him out.

Mikey and Zog turned to the freighter as it sailed away, before turning to the mooring line still attached to it.

"Zog, the lug boat's sailing, and we didn't get that last mooring line!" Mikey gasped.

The mooring line then began to pull on the freighter, pulling it to a stop.

* * *

The pull of the ship caused Splinter, his eldest children, the foot Elite and Hun all to fall over onto their backs/shells or chests on the bridge.

"Oh!" Elisa moaned, rubbing her head as she sat up.

The others sat up, then Raph rubbed his head.

"Ah!" he gasped, as he and 1 turned to their weapons.

They both pounced forward and picked up their weapons - 1's swords now joined in twin-bladed mode again - before Raph held a Sai near 1's chest as they got up.

"Never go one-on-one against a Turtle!" Raph snarled.

3 then came over however and knocked his Sai out of his hand with his axe, making him spin around as 1 backed away.

"But I guess you guys _knew_ that already." Raph retracted, moving back.

Elisa blocked both 5's scythe and 6's Namagki with her Kamas, locking their weapons together. She gritted her teeth before they both kicked her in the chest, sending her flying across the bridge.

"OOH!" she moaned, crashing into a panel.

Splinter stared at Hun by the main panel, as Hun brought out a chain, which he then spun around above him. Splinter then back flipped as Hun tried to whack him with the chain, then jumped away as Hun tried again. He landed on a panel near the windows, then jumped away from it as Hun tried again, smashing the panel, as he flipped over Hun, who turned around.

"AHH!" Hun growled, as he charged forward.

Leo blocked 2's trident and 4's spear with his swords, backing away slightly as they remained locked.

"Mikey, the ship's still moored to the dock!" he said. "What's happening?"

_"Sorry, Leo..."_ Mikey said.

* * *

On the docks, Mikey and Zog stood back to back, now surrounded by more Foot Ninjas.

"..but we kinda ran into some _old friends_." Mikey explained.

_"Cast off, and then you and Zog get up here to the bridge!"_ Leo ordered.

"Soldier, clear that line!" Mikey ordered, turning to Zog. "For the sake of the Republic!"

"Sir, yes, sir." Zog said, seeing the mooring line behind three Foot Ninjas.

He charged forward and knocked all three Foot Ninjas out of the way, then bent down and used his horns to knock off the mooring line holder, before he dived into the river.

Mikey put his Nunchucks away as two Foot Ninjas stared at him.

"Well, boys, it's been fun." he said, as he turned around and ran away. "But I got a boat to catch."

The Foot both chased after him, before he jumped onto a crate.

"Don't forget to write!" he called, as he jumped off the crate.

Both Foot jumped after him, as he grabbed the mooring line, while they fell into the river.

"Zog!" he called worriedly, looking around while hanging onto the rope. "Zog, where are you?!"

* * *

In the engine room, Donnie had put his duffel bag down, as he and Cath kept fiddling with the wires, before they connected the last two.

"That should do it." Cath said.

"Right." Donnie said.

He pulled back his left wrist band, showing a watch.

"In half-an-hour..." he said, pressing the watch, starting a 30 minute timer. "..this floating hulk is gonna be lit up like the 4th of July."

Cath picked his bag up and handed it to him, before he wrapped it around himself.

"Time to get to the others." Donnie said, as they walked around the panel.

They both then stopped, when a bunch of Foot Ninja appeared in front of them.

"Or maybe not." Donnie took back.

"Guess we'll have to go the hard way." Cath assumed.

* * *

On the bridge, Raph blocked 3's axe with his Sais, before pulling it to the ground, then he elbowed 3 in the chest, before kicking him away.

Elisa dodged a stab from 6's Nagamki, before she grabbed him by the chest, bent back, and kicked him in the chest as she threw him over her.

"AHHH!" he yelled, crashing into 5, knocking them both out.

Leo turned around and side kicked 2 in the chest as he came towards him, knocking him out. He turned back and blocked 1's twin-bladed sword with his swords, then pulled them down, and then got behind 1 and kicked him in the back. 4 then came up behind him and slashed him down the shell with his spear.

"AH!" Leo moaned.

Raph growled as he dived up, making 4 turn to him, before he dived and kicked 4, sending him flying away. Raph then landed near Leo, who got up and put one of his swords away, as Elisa came towards them.

_"Leo...!"_

**(Outside)**

"..we're in trouble!" Mikey panicked, as he kept hold of the rope.

**(Engine room)**

Donnie and Cath brought out their weapons as the Foot Ninjas stared at them.

"Guys, there's a problem!" Donnie said, as they took out their weapons.

**(The bridge)**

_"A really big ninja problem!"_ Cath corrected.

Leo gasped as he, Raph and Elisa saw Hun approach the Elite Guard, with Splinter all chained up. Hun chuckled evilly as he held Splinter and the chain up.

"Tell me about it?" Leo said sarcastically.

**(Outside)**

Mikey kept looking around while holding onto the rope, as the freighter sailed away from the dock.

**(The bridge)**

"Uh!" Splinter moaned, struggling against the chain. "AHH!"

Leo turned around, seeing 2, 4 and 6 behind him, while 1, 3 and 5 stood near Hun, who Raph and Elisa faced.

"Hun, if you harm one hair on Master Splinter's body, you're gonna wish you were never born!" Raph snarled.

"That's big talk for such a puny reptile!" Hun smirked.

"Puny?!" Elisa scowled, clutching her fists.

"Yes, puny. Now put down your weapons, before the rat gets exterminated." Hun advised, holding Splinter up.

"No, my children, do not give up your weapons!" Splinter ordered.

His three eldest children all gritted their teeth, not liking the choices.

"Master Splinter...I'm sorry." Leo said, turning to him.

He, Raph and Elisa all dropped their weapons.

"Good kids." Hun smirked.

* * *

In the engine room, Donnie and Cath were still staring at the Foot Ninjas in front of them.

"Can you tell us where the Capt.'s table is?" Donnie asked sarcastically.

"'Cause we seriously need to meet him!" Cath added.

They both pounced forward, then Donnie stabbed one in the chest with his Bo, while Cath hit another with both her Tonfas, knocking them out.

Donnie dodged as one tried to slash him from behind, before kicking him in the chest.

"AHH!" the Foot yelled, as he fell over a railing.

Cath blocked another's Bo with her Tonfas, before kicking him in the chest, knocking him out.

Both she and Donnie ducked as another tried to hit them both, making him hit a tank with his Bo. Both Turtles jumped up as stream began to come out of the tank, creating a smokescreen over most of the room. Donnie and Cath both landed in it, then quickly knocked out the rest of the Foot Ninjas, then they spun their weapons around as the stream cleared.

"Don't bother getting up." Donnie said.

"We'll find our own way out." Cath smirked.

They both stopped spinning their weapons, then turned around and ran off.

* * *

In the lab room, Stockman was near some Foot Technicians around the main computers, standing near eight o the Foot Mechs, including the World Leader ones. The other six were the three completed ones, the one without the head, the one without an arm, and the one with the claw hand, while the other two were on the other side of the room.

"Stockman..." Shredder said, as he and Karai approached Stockman. "Stockman!"

"No need to shout." Stockman said, turning to them.

"Stockman, I want this situation under control." Shredder explained. "I need more warriors!"

He approached the Foot Mechs on his left.

"How soon can you have these Foot Mechs completed?!" Shredder asked rudely.

"Sorry, Shredder, but cutting edge bio-tech genius takes time." Stockman explained. "And-"

"Then allow me to give you a little _motivation_ to accelerate the process!" Shredder frowned, holding up the remote.

He pressed it, shocking Stockman in the tank.

"AHHHHH!" he yelled. "STOP IT?!"

Karai put her head down, not approving of this.

"STOP?!" Stockman cried.

"I'm waiting!" Shredder snarled, pressing the remote.

The shock in Stockman's tank stopped.

"Ah! Alright, there...there are six Foot Mechs which can function." Stockman explained. "They're_ incomplete_, but they'll do the job. And we have the World Leader Foot Mechs."

A buzzer went off, getting him, Shredder and Karai to turn to the screen, before Hun showed up on it.

_"Master, this is Hun. I have captured 3 of the Turtles and the rat."_ Hun explained. _"Can I finish them?"_

"But Master, I promised them their lives." Karai said. "Are we not _honor-bound _to keep that promise?"

"Honor-bound?" Shredder questioned. "Karai, you must learn that your duty to me, is _far more _important that your honor!"

"I..." Karai stuttered, taking aback, before she bowed. "..I understand, Master."

"We shall see, Karai, for you shall be the one to slay the Turtles!" Shredder said.

He turned and walked off, as Karai looked nervous, _not knowing_ what to do.

"Yes, My Lord." she finally said, bowing.

* * *

Outside, Mikey was still holding onto the mooring line while looking down at the river, as the freighter was now miles away from New York.

"Zog!" he called. "Zog!"

He got no reply and saw nothing come up from the water.

"Man, this is _not _good." he gulped.

He then saw one of Zog's hands grab the bottom of the line, before Zog himself rose up from the water. He then began climbing up the rope towards Mikey.

"Orders carried out, sir." Zog said.

"Good man." Mikey commented. "I mean, Dinosaur. Come on, sounds like we got a lot more work to do."

He began climbing up the rope towards the freighter, as Zog climbed after him.

* * *

On the bridge, Leo, Raph and Elisa all had their hands tied, as they sat on their knees near Splinter, as Hun - who had hold of Leo's swords - stood near them with the Elite Guard. They turned to the door past Hun, as Karai came in, who then closed and locked the door.

"Hey, Leo, it's your buddy." Raph hissed.

"So much for her word of honor!" Elisa mumbled angrily.

Karai approached the three Turtles.

"Leonardo, I...I wish you had never come to this place." she said. "Now it has fallen upon me to slay you all."

"So much for your word of honor!" Leo hissed.

"I...I am sorry." Karai said. "But I must follow my Master's orders."

She took out of her swords, as Raph and Elisa turned to Leo.

"Face it, bro, she's as bad as the Shredder." Raph whispered.

"Raph's right, Leo." Elisa said quietly. "You'll have to face it."

"I should've known better than to trust you, Karai." Leo said.

Karai raised her sword up, ready to strike as she and Leo stared at each other.

"Wait!" Hun said.

Everyone turned to him, as he came up behind Leo.

"Let's make this a little more _interesting_." Hun said, cutting Leo loose with his swords.

Leo rubbed his right wrist as Hun backed away, as 3 and 1 moved back slightly.

"Now, show us what you've got, sword-boy?" Hun smirked, tossing the swords into the air.

Leo turned around and jumped up, before catching his swords, and then he turned around and landed in front of Karai, while they both stared at Hun.

"Take her out, and I _might_ just let the rat go free." Hun sneered.

Leo turned to Karai as she brought out her other sword and held it up.

"I can't let you do the Shredder's dirty work without a fight, Karai!" Leo gritted.

"I am honor-bound to serve him!" Karai retorted.

They both began to circle each other, as they pretended to be under a spotlight, with no one else around them. Leo then charged and began sending slashes at her, as she backed away and blocked them, before she spun around and tackled him, making him back flip slightly.

"Uh!" Karai grunted, as they locked their swords together.

"If you serve the Shredder, then you have _no honor_!" Leo snapped.

"You are wrong!" Karai barked, pushing him away.

"I was taught that honor..." Leo said, jumping left to avoid a slice. "..Bushido, means everything to a _true_ warrior!"

He blocked a slash from Karai, before kicking her in the chest, sending her flying across the room, making her drop a sword.

"Uh!" she moaned, as she skidded along the floor.

"I was raised to live by that code. Can you do that?" Leo asked desperately.

He twirled his swords around before putting them away.

"Can you_ live_ with honor?" Leo asked.

Karai glared at him.

"Show me? Here's your chance." Leo said.

Karai pulled herself up and moved towards him.

"Leo, I hope you know what you're doing." Elisa muttered.

Once Karai was near Leo, she raised her sword up over her, while Hun grinned and Splinter, Raph and Elisa all gasped. Karai lowered her sword to strike, but came up short of Leo's head, shocking him, before she lowered it in shame.

"Ha, ha!" Hun chuckled, clapping his hands. "So the Shredder's little pet _doesn't _have the guts to do her job."

He cracked his knuckles, then punched his fist as he approached Karai.

"Move over, girly." he said, making Karai and Leo back away from each other. "Watch how things get done New York style."

Karai moved towards the Foot Elite, as Leo backed away from Hun.

"Trust me, this is gonna hurt _you_ a lot more than it hurts _me_." Hun smirked, laughing, before he heard banging on the left door. "Huh?"

He and Leo turned to it, as three Foot Ninjas came flying in, having been punched by Zog. Zog then growled and charged into the room, before punching Hun in the chin, sending him flying away.

"AHH!" he yelped, before crashing into the right door. "OH!"

The Foot Elite all turned to Zog, then 1 and 3 charged at him, just as Mikey showed up in the doorway.

"There's no need to fear, Michelangelo's here." he said, jumping onto the bridge.

He dived towards and split kicked 1 and 3 in the chest, knocking them down.

"Mikey." Leo said.

He turned to the smashed window, just as Cath and Donnie somersaulted in through it.

"Don! Cathy!" Leo said.

Donnie grabbed 4's arm and threw him over him, making him hit the floor on his back. Cath however, grabbed the handle of 5's scythe, and then kicked him in the chest, sending him flying away.

Raph, Splinter and Elisa all stared at 2 and 6, as they both held their weapons at the three of them. Leo then jumped towards them both with his swords out, and then kicked them both away, before he landed behind his family, and then cut them free with his swords.

"Alright." Raph said, picking up his Sais. "For a minute there, I thought I was gonna have to sit this one out!"

"Same here." Elisa said, picking up her Kamas.

Raph tossed his Sais away, hitting 4's hands and pinning him against a wall, before Donnie came over and stabbed 4 in the chest with his Bo.

"OH!" 4 moaned, falling unconscious.

Elisa dived towards 5 as he stared at Cath, before kicking him in the side, knocking him across the room.

"Thanks, sis." Cath smirked.

"No problem." Elisa teased.

1 spun around his twin-bladed sword while staring at Leo and Splinter, who then tripped him up onto his back.

3 charged at Zog, who then grabbed his axe, then pulled it on and flung him into a panel behind him, before Zog turned to Hun, who rubbed his chin.

"First a bunch of Turtles, now a big ugly Dinosaur!" he grumbled. "It's a freak show!"

Zog charged and rammed him in the chest, knocking him back, before he then whacked Zog in the head with his fists. Zog rammed Hun again, who whacked him again, then Zog blocked three punches with his hands. Hun then headbutted Zog in the chest, then jumped and kicked him in the chest, knocking him down near the main panel.

"Uh!" Zog moaned, banging his head against it.

Hun turned around and pulled off a large pipe from a wall, as Zog got back up and charged at him. Hun threw the pipe at Zog, hitting him in the chest and knocking him down.

"Uh!" Zog moaned, as he flipped backwards onto his chest.

Hun laughed while approaching him, and then cracked his knuckles. Zog huffed, then grabbed Hun's shirt and lifted him up.

"WHOA!" Hun yelped.

Zog growled before throwing Hun away.

"AHHHH!" Hun yelled.

He knocked over the second door, before he went flying down towards the river, making a big splash.

Zog, Splinter and the Turtles all turned to Karai, who lowered her swords in shame.

"I have failed me Master." she said.

"It is alright." Splinter assured. "You could not do your duty, because it went against your honor."

Leo put his swords away.

Karai looked at them all, as Leo smiled. Donnie checked his watch, and saw the countdown was now at 5 minutes, 15 seconds.

"Uh, guys, we've got about 5 minutes before this ship buys a one-way-ticket to the bottom of the ocean!" he panicked.

"Time to book, then!" Cath said.

"Zog, we've moving out!" Mikey said, as his family ran off.

"Sir, yes, sir." Zog said, as he and Mikey followed.

They all began running down a set of steps one-by-one. (Both girls were between Donnie and Splinter) They then made it onto the deck, then ran past a covered crate, before they saw Shredder standing ahead of them, along with the working Foot Mechs.

"Well, well, well, quite a menagerie." he said, folding his arms. "A rat, six Turtles, and...a Trcieraton, if I'm not mistaken."

"Shredder!" Leo exclaimed angrily. "I guess we should've known we'd meet again!"

"Yes, but I think this will be the last time." Shredder smirked.

He raised his arm up, then the Foot Mech with the cannon walked forward, before firing it, the blast hitting the ground near Raph, sending him flying.

"AHHH!" he yelled, before crashing into a crane.

The other mutants and Zog all growled as they charged forward, along with Shredder and his Foot Mechs. Zog then sent a punch at Shredder, but missed as he dodged, and then stabbed him slightly in the chest with his gauntlet. Leo began sending slashes at the Foot Mech with one arm, while Mikey banged the one with the swords in the side.

The one with the cannon approached Raph, before it aimed its cannon at him. Its red eye moved around slightly, before firing the cannon, but missed as Raph got up and jumped away.

Leo sent a slash at the one with one arm, but missed as it dodged, before he turned around and kicked a full one in the chest, before it whacked him in the shell.

"AH!" he yelped.

Elisa ducked as the one with the claw tried to grab her, before she back flipped and kicked it in the chin, knocking it back slightly. She then tried to slash it with one of her Kamas, but missed as it dodged, before it grabbed her arm with its claw.

"What the?!" Elisa exclaimed.

The Foot Mech picked her up, and then punched her in the chest, sending her flying across the deck.

Donnie kicked his Bo up and caught it, as the one with one arm stared at him. It then brought out two tiny buzzsaws from its wrist, then tried to whack Donnie, but he blocked its wrist with his Bo, before the saws began to cut open the Bo.

"Hey!" Donnie complained, pulling it back. "Watch the Bo Staff, pal?!"

The Foot Mech back flipped and kicked him in the chest, sending him flying across the deck.

Cath back flipped away as the one with the staff tried to whack her in the chest, before she glared at it.

"Give me your best shot, tinhead?!" she dared.

The Foot Mech charged at her, then tried to whack her with its staff, but she blocked it with her Tonfas, locking them together. She gritted her teeth as she held his staff back, before he roundhouse kicked her in the chest, sending her flying into a crate.

"AH!" she moaned.

Splinter glared at Shredder, as they both began circling each other.

"How many times must we do this, rat?!" Shredder inquired.

He spun around to trip Splinter over, but missed as he back flipped.

"AH!" Shredder huffed.

He slashed Splinter's left arm with his gauntlet, cutting open his kimono.

"Ah!" Splinter gasped.

Zog dived down towards the World Leader Foot Mechs, then punched his fist through the U.K. one, holding it up. It then whacked him in the forearm with its fists, but didn't make him let it go.

Leo backed away from the one with the sword, when a set of blades came out of its left hand. Leo blocked the blades with his swords, then moved right and backed away some more, before blocking a slash from its sword.

Zog lifted the U.K. Foot Mech up with his fist as it kept pounding on it, before he ripped it in half and threw both pieces away. The top half hit the guardrail of the ship, then began to crawl towards Zog, who turned to it.

Elisa dodged as the one with the clawed hand tried to kick her, before she stabbed her Kamas into its leg, making it short-circuit slightly, before it whacked her in the chest with her forearm.

"OOH!" she moaned, skidding along the deck on her shell.

Shredder dived forward and kicked Splinter in the chest, knocking him back towards some rope. He picked it up, then spun it around above him, before throwing it at Shredder, wrapping it around him, but he raised his arms and broke free easily.

Mikey stared at the Foot Mech with no head, before waving his hand in front of where it should be.

"Hello, is there anybody there?" he asked, before spinning one of his Nunchucks in front of it. "I'm talking to you?"

He whacked it in the chest with his Nunchuck, but then got a big shock from it.

"AHHHH!" he screamed, as electricity hit him.

Cath dodged as the one with the staff tried to stab her with it, before she jumped up and scissor kicked it in the chest, knocking it back slightly. She then dodged a whack from it, before she sent a punch at it, but it grabbed her fist.

"Huh?!" she gasped.

The Foot Mech then hit her in the leg with its staff, tripping it up, before it kicked her away.

Donnie spun his Bo around, before he stabbed the one with one arm in the chest, before it grabbed his Bo. It then snatched the Bo off him, before kicking him in the chest, knocking him away.

"AH!" he moaned.

Mikey backed away as the one with no head approached him, still shocking with electricity.

"There's a nice android." he said nervously. "Follow Uncle Mikey?"

Once close to the edge of the ship, he grabbed a grappling hook on a small crane, and swung around on it.

"Enjoy your trip. Have a nice fall!" he called, kicking it in the chest as it turned around.

It went flying over the edge, but it then grabbed his feet, shocking him.

"AHHHH!" he screamed. "UH! UHH! AGGHHHHH!"

He wobbled while keeping hold of the rope, trying to break the Foot Mech free from his feet.

"Get off me?!" he cried.

He kicked the Foot Mech's chest with his feet, making it let go of him and fall down into the river, causing it to short-circuit.

Zog stared at the U.S.A. Foot Mech, as the U.K one stared at him from behind.

"Federation scum!" he growled, sending a punch at the U.S.A. one, but missed as it ducked. "You will learn to..."

He sent another punch, but missed as it ducked.

"..bow down..." he huffed, sending another punch, but missed as it ducked again. "..before the might..."

The U.S.A. Foot Mech jumped away, as the U.K. one crawled towards Zog.

"..of the Triceraton Republic!" he huffed, as the Foot Mech wrapped its arms around his leg.

Its eyes flashed brightly, before it self-destructed, sending Zog flying across the deck.

"AHH!" he yelled, before landing near some crates.

He got up as the U.S.A. Foot Mech stared at him, before he rammed it with his horns, smashing it to pieces.

The one with the cannon arm fired at Raph as he pounced towards him, but missed as he dodged all four blasts. The mech kept firing at him, before he grabbed its cannon arm, then tried to pull it down as it kept firing, causing it to fire blasts all over the ship. Mikey ducked as two blasts almost hit him, then Elisa dived to her left as one nearly hit her, before it hit the Foot Mech with the claw hand, short-circuiting it before it blew up.

Both Mikey and Elisa then turned and saw some barrels of flammable liquid nearby, making them gasp and turn to Raph.

"Raph, watch out!" Mikey called.

"Watch where you're aiming!" Elisa called.

Raph turned to them as he kept trying to pull the cannon down as it fired.

"Uh-oh." he gasped, spotting the barrels.

The blast hit one of the barrels, causing them all to blow up, creating a chain of explosions on the deck.

"AHH!" Mikey gasped, as Elisa held her mouth open wide.

The deck began to crack open, causing them both to fall down from it.

"AHH!" Donnie yelled, as he fell through a hole, before landing on a lower deck on his shell. "OH!"

A pipe then fell and landed on his chest.

"AH!" he yelped.

Zog, Mikey, Elisa and the Foot Mech with one arm all fell down to the lower deck, all landing on their chests. Raph then fell down onto the lower deck while holding onto the Foot Mech with the cannon arm, then Leo, Cath and the last two Foot Mechs landed on the floor of the lower deck, as fires began spreading around.

"UH!" Splinter moaned, hitting the floor on his chest.

Shredder then landed in front of him on both feet, as Splinter struggled to get up and moaned while on his knees, before he turned around and fell onto his chest.

"Goodbye, old foe!" Shredder snarled.

He was about to stomp on Splinter, when Zog charged at him.

"Gen. Splinter!" he called.

He rammed Shredder with his horns, making him back flip away from Splinter.

"Federation scrum!" Zog growled, approaching Shredder. "You will pay for..."

He sent a punch at Shredder, who blocked it with his forearm.

"..insulating my Commanding Officer!" Zog growled, sending another punch, but missed as Shredder ducked.

Shredder then hit Zog in the chest with the palms of his hands, before kicking him in the chest, knocking him down.

"Uh!" he moaned.

He quickly got back up and charged at Shredder while growling in anger. He then picked Shredder up, spun around and threw him away towards one of the fires.

"AHH!" Shredder yelled, as he hit and skidded along the floor.

He stopped just inches away from a hole in the floor, before he turned to it, seeing more fires below him. He pulled himself up and turned to Zog, who glared at him. Zog then charged and sent a punch at him, but he blocked it with his forearm, then Zog backed way to avoid a slash from his gauntlet.

"AHH!" Zog growled, raising his fists up.

He then whacked Shredder with both of them, sending him flying into the hole behind him.

"AHHH!" he yelled.

Zog approached the hole as the fire seemingly engulfed the Shredder.

Donnie grunted as he lifted the pipe on his chest up, before he manged to stand up, allowing him to let go, just as Elisa ran towards him.

"You okay, Don?" she asked.

"Yeah. Guys, we've got 2 and a half minutes before this place is about a thousand feet underwater!" he exclaimed, staring at his watch.

"You small brained terrapin!" a voice sneered.

Donnie and Elisa both gasped before turning around, and saw Stockman approaching them.

"Look what you've done to my lab?!" Stockman snarled.

"Stockman, is that you?" Donnie asked, shocked. "Man, you've really let yourself go."

"And I thought you looked weird in the Exo-Suit." Elisa commented. "Boy, was I wrong."

Stockman banged his brain against the tank.

"Oh!" Donnie yelped.

"Ah!" Elisa gasped.

Leo turned around as the Foot Mech with the swords landed behind him. Leo then dived towards it and slashed it four times with his swords, chopping off its head, right arm and right leg, making it fall apart.

Cath and the Foot Mech with the Bo began to circle each other, before she jumped up, dived towards and corkscrew kicked it in the chest, sending it flying into one of the fires, causing it to blow up.

The Foot Mech with the cannon arm fired it rapidly at Raph as he ran past some rubble.

Mikey dodged as the Foot Mech with one arm tried to hit him with both its buzzsaws, and then he kicked it in the side, making it stumble away. It steadied itself, then opened up its chest, before firing a chain with a claw on, which grabbed Mikey's shoulder.

"AHHH!" he screamed.

The Foot Mech began pulling Mikey towards itself.

Raph and the one with the cannon began circling each other.

"Bring it on!" Raph snarled.

The Foot Mech aimed its cannon at Raph, when Zog came up behind it, and punched it in the chest.

"Zog..." Raph said, as Zog ripped the Foot Mech open and threw the pieces away. "..nice timing, soldier."

"Mission, destroy Federation stronghold at all costs." Zog said, rubbing his hands.

"I like the way you think. Let's do it." Raph said, holding his thumb up.

The Foot Mech with one arm kept pulling Mikey towards itself with its chain, when its belly opened up, showing three buzzsaws, which spun around. Mikey gasped, then put his Nunchuck under the claw on his shoulder - having dropped the other.

"AH!" he grunted, trying to push the claw off him.

The Foot Mech pulled him closer and closer to itself.

"UHHH!" Mikey grunted, as he kept trying to push the chain off him.

He then managed to get the chain off his shoulder, making the Foot Mech stumble back before it fell into the hole behind it and into a fire.

"That'll teach you to keep your claws to yourself!" Mikey said, rubbing his shoulder.

Zog, Splinter and the Turtles all gathered together, as Donnie looked at his watch.

"Oh, no! We've got less than a minute to get outta here!" he exclaimed.

"I guess it's run like the wind!" Cath assumed, as they all ran off.

Just then, Shredder jumped over a fire and landed in front of them all, blocking their escape as he laughed.

"This is the end, Turtles!" he laughed. "You will_ never _get off this ship alive!"

"This Federation worm, is mine!" Zog snarled, running past Splinter and the Turtles, as they turned to him.

Shredder charged back at him, then tried to slash him with his gauntlet, but missed as he dodged, before kicking Zog in the chest, knocking him back.

"No!" Raph said.

Zog backed away, then turned and picked up a pipe, then ran towards Shredder and whacked him with it, sending him flying slightly. Zog then raised the pipe up and banged Shredder with it as he lay down, knocking him out. Zog then turned around to the Turtles and Splinter, and held his arms out.

"Victory!" he yelled.

The Turtles all gasped.

"Zog, no!" Mikey cried.

"Behind you!" Cath cried.

Shredder got back up, then sliced Zog down the back with his gauntlet, wounding him.

"AH!" Zog moaned.

He dropped the pipe and fell onto his chest.

"Trcieraton fool!" Shredder snarled. "All those who oppose me are fated to perish! You mutant scrum should know that better than anyone!"

He walked past Zog - who opened his eyes - and then approached the Turtles and Splinter.

"I have tolerated you Turtles for far too long!" he snarled angrily, as Zog came up behind him, and then bear hugged him from behind, trapping him.

"Yeah!" the Turtles said.

"Sirs, Ma'ams, tell them...Zog fought bravely..?" Zog requested, as he turned around and dragged Shredder away. "..for his comrades...for the Republic...for victory!"

He stood near a hole where fires were burning, then dived down towards the fire, taking Shredder with him in a sacrifice act.

"We have to save him!" Raph said, trying to run forward, as the girls held him back.

"Raph, there's _nothing_ we can do." Cath said sadly. "He's gone."

Splinter got in front of his children. "My children, he has giving us our lives." he said. "We must not dishonor his sacrifice."

"AH!" the Turtles gasped, as the ship shook.

"Come on!" Leo said. "Let's go!"

The family all ran off as the ship began to come apart, then began to run through an open door.

"It's gonna blow any second!" Donnie yelled.

He looked at his watch as it counted down, before the family all jumped off the ship and into the river. They all made a splash just before explosions went off all over the ship, causing it to split in half. The family all surfaced their heads and coughed, just as the ship went down and into the bottom of the river.

"Talk about cutting it close." Mikey quoted.

"You got a point there." Elisa admitted.

* * *

Later, the family all stood on a pier at the dock, looking at the river, as a trail of smoke came up from where the ship went down, all moaning Zog's sacrifice, the girls with tears in their eyes.

"You know, it was a _real_ honor having Zog as one of us." Leo said. "He was a great warrior."

"It's a pity we _can't _fulfil his _last _request." Cath sighed, fighting her tears.

Donnie touched her shoulder, as Mikey looked down sadly.

The family all turned around and walked off.

* * *

Over the river, a Foot Helicopter was flying over the wreckage of the ship that was still floating. Piloting it was Karai, who looked around, before the Shredder's hand came up from the waterline, having survived the sinking.

Karai stopped the helicopter over her father, then lowered a cable down towards him, which he then grabbed, before she pulled him up - his right leg missing. Once he was onboard, Karai flew the helicopter away, just as Stockman's tank rose up from the water.

"Aha! Once again, Baxter Stockman has cheated death!" he whooped, before he fell beneath the waterline. "AH!"


	21. April's Artifact

**A/N: Please read and review?**

* * *

April, covered in mud and leaves, wearing torn clothes, and carrying a spear, walks towards the edge of a cliff.

_April: What, you may ask yourself..._

The Turtles all come up behind her, covered in mud and leaves themselves.

_..is a mild mannered antique shop proprietor..._

April turns to the Turtles, Leo, Raph and Elisa on her right, then to Donnie, Mikey and Cath on her left.

_..doing dressed like a finalist in the Miss Primitive Universe Pageant._

They all stare down at a forest and a dirty river.

_As you may have guessed, this isn't exactly downtown New York City, or downtown Earth, or even downtown our dimension._

They all move along a small ledge on a cliff.

_How did we get here?_

Leo holds up his hand, getting the others to stop.

_Long story. How do we get home?_

They all stare at a large temple with a large cocoon on it, as some large wasps fly past them.

_Well, hopefully, the answer is inside this temple._

The wasps all fly towards April and the Turtles.

_Unfortunately, the way home isn't the only thing inside this temple._

One of the wasps screeches as it dives towards April and the Turtles.

* * *

Inside April's newly rebuilt 2nd Time Around shop, which had a banner on saying 'Grand re-opening soon' on the front sign, April, Casey and the Turtles were all inside, trying to get the place sorted.

April hammered a nail into a wall, as Leo scrubbed the floor, while Elisa hung up a antique chandelier, while Cath was dusting some of the antiques against the walls, while Mikey stood near a glass stall.

"I can't thank you guys enough." April said, turning to them, as Mikey picked up a typewriter. "If it wasn't for you, I might_ never _have been able to _re-open_ the shop."

"Yeah, but, if it wasn't for _us_, you'd still have the _first _shop." Leo recalled.

"True." Elisa agreed. "It's _our_ fault your _old _shop got destroyed by the Foot."

"100 bucks for this thing?" Mikey complained, putting the typewriter down on the case. "It doesn't even have a monitor screen."

"I don't think they had _those_ back then." Elisa reasoned. "Right, April?"

"That's right." April answered.

Mikey picked up the ink ribbon inside the typewriter.

"Well, what's with the weird floppy disc?" he asked.

He then put the ends on his hands, seeing his fingers were covered in black ink.

"Uh..." he said disgusted.

He looked around, before spotting an old white suit on a mannequin. He smirked slightly, then rubbed his fingers on the suit, putting the ink on it.

"Huh?" he gasped, seeing the fingerprints.

He turned the suit around to make sure nobody saw it while whistling casually, before he walked off.

As he did, Raph and Casey grunted while carrying a suit of armour.

"I'm telling ya...it should go in front of the store!" Raph argued, as they stopped.

"Get ya head outta your shell! It'll look way better in the back!" Casey argued, before they walked back the way they came.

As Leo kept scrubbing the floor, Donnie were working on a neon sign, finally getting it working. He then picked it up and got up, but then his Bo hit a chandelier.

"Ah!" he gasped, staring at it.

Leo turned to him, as Cath came towards them.

"Here, Don, let me give you a hand with that?" Leo asked.

He got up, but his sword holder accidently hit some plates behind him.

"Leo!" Cath gasped.

Leo turned around and caught the plates as they wobbled, putting his foot into the scrub bucket as he did.

"Whoa!" he gasped.

April huffed as she approached them and Mikey, who was standing near a stall as he turned to her.

"That's it! Weapons, guys, fork them over?!" she demanded, turning to Mikey.

She took his Nunchucks from his belt as he stared at her.

"But...what if the Foot attack?" he asked, as Donnie approached them. "Or...the girl scouts?"

Donnie handed April his Bo.

"Or..." Mikey continued, as Cath handed April her Tonfas.

"You can surive without your weapons for one day." April said, as Leo handed her his swords.

She turned around and walked towards Elisa, who handed over her Kamas. April then put them in a box and approached Raph and Casey, before clearing her throat as Raph turned to her.

"Ah!" he gasped.

He handed over his Sais, putting them in the box, then he turned to Casey as April walked off.

"You know what, you're right." Casey admitted, putting his hand on his chin. "It should go in the front."

Raph groaned in annoyance while face palming his forehead.

April put the box down behind a glass stall, then picked up a large portrait that leaned against a drawer nearby. She sighed happily while staring at it, as it showed a young her, with her older sister Robyn, her parents, and another man with a beard and moustache standing near her Mom.

"At last, the O'Neal family portrait can assume its rightful place once again." she said.

The Turtles - expect Raph, as he was helping Casey move the suit of armour - all stared at April, seeing the portrait.

"Who's the guy next to your Mom?" Leo asked.

"Him?" April asked, turning around while pointing at the man in question. "Oh, that's my Uncle Augie. August O'Neal."

"Named after a month in the year like you?" Cath inquired.

"Yeah." April said.

"Then I assume that little girl beside you is named May or June?" Elisa assumed.

"No. That's my sister, Robyn." April explained

"Oh..." Elisa said, stunned. "Never mind."

April laughed as she walked towards a small set of folded steps.

"Uncle Augie was a_ real _character. A head for figures and a heart for adventure." she explained, hanging up the portrait.

Raph grunted as he and Casey moved the suit of armour to the front of the store, while a fly buzzed near his face.

"He used to disappear for months on end, traveling the world." April explained.

Raph and Casey both stopped as Casey opened their eyes and stared at the fly, while Raph moved his head.

"We wouldn't hear a word from him, and then suddenly, he'd just show up out of the blue." April explained, turning to the Turtles.

Raph groaned as the fly landed on his cheek.

"With a suitcase full of trinkets, and a million stories from his travels." April finished, as the fly moved to Raph's nose. "Then one day, he just disappeared for good."

"Sounds like Indiana Jones." Elisa said.

"Well, he kinda was." April sighed.

Raph blew, trying to get the fly off his nose, before it flew off.

"AHHHH!" he yelled, shaking his head.

Casey backed away while dragging the suit of armour away, its feet against the floor.

"You want a piece of me, you little garbage eating maggot?!" Raph growled, trying to catch the fly.

"Whoa!" Casey yelped.

He moved back so fast, that when he let go of the suit of armour, it crashed into a case full of antiques, smashing them all, most falling to the floor.

Raph chased the fly towards the front door, trying to catch it before it flew out of the door, so then he closed it.

"I hate bugs." he huffed.

The others all gathered around the smashed antiques.

"And from the looks of it..." Donnie said, as he, Cath, April, Mikey and Leo crouched down near them, while Raph turned around. "..you hate Bone China tea cups..."

Raph approached Casey as they and Elisa watched the others pack up the smashed antiques into a box.

"..porcelain figurines and depression glass too." Donnie said.

April huffed while turning to Raph and Casey.

"You two, away from the breakables!" she huffed angrily, before pointing to two boxes. "Garbage detail, now!"

Raph and Casey turned to them, then back to April and saluted, seeing how mad she was.

"Yes, ma'am." Raph said.

"Sorry, ma'am." Casey said.

They both walked towards the boxes as Elisa turned to them and giggled.

"You two sure walked into this one." she giggled.

"Very funny." Raph scoffed, as he and Casey picked up the boxes.

Casey carried his outside and dumped what was inside into the nearby dumpster bin, as Raph stopped in the doorway and turned to the others.

"What is this stuff?" he asked, as April swept the floor.

"Just a bunch of junk that got damaged in the fire." she answered.

Raph put his hand into the box and felt something.

"Whoa. This still looks good." he said, pulling out hexagonal puzzle cube, with circles and triangular patterns around it.

April approached him as he looked at it.

"I don't believe it." she said, taking it from him.

She turned around and rubbed a cloth against it, as the others gathered around her.

"What is it?" Leo asked.

"It's a puzzle cube that used to belong to my Uncle." April explained.

She removed the cloth from the puzzle cube, as the middle part of it spun around.

"Is it _suppose_ to do that?" Cath asked, before it lit up.

"Uh...no." April stuttered, before the lights grew brighter. "Ah!"

She and the Turtles then all got sucked into the puzzle cube.

"AHHH!" they yelled, before they vanished in a flash of light.

The puzzle cube landed on the floor.

"AHHHH!" the Turtles and April yelled, as they got sucked down a large tunnel.

* * *

The tunnel opened up in some kind of jungle, before April and the Turtles all fell out of it, and landed in a large bush. (Elisa and Cath both landing behind Leo and Mikey, and in front of April and Raph)

"Ow!" April said, before she looked up. "Huh?"

She saw several floating small islands above her.

"Where are we?" she wondered.

"Sure don't look like Midtown." Raph said, getting up.

"Or anywhere in New York." Elisa added, getting up.

"Or anywhere on Earth for that matter." Leo said, brushing some leaves and twigs off his arm.

The Turtles climbed out of the bush and looked around, as April tried to get her leg free, as it was stuck on a vine.

"Here, let me help you out?" Raph said, grabbing the other end.

He pulled on the vine, as April grabbed her end.

"No. Really, I'm fine, Raph." she insisted, as he pulled her out. "I can do it..."

Raph pulled the vine off her, ripping open her pants and shirt, shocking him.

"..myself!" she frowned, glaring at Raph.

She ripped off the bottom parts of her pants and shirt, turning them into shorts and a short top with torn short sleeves - even through they were short originally. Raph blushed nervously as she glared at him again.

"Oh, boy..." Elisa muttered, shaking her head.

The three younger Turtles all approached two large thin mountains.

"So, you think some Utrom clown hit the wrong switch on his Transmat?" Mikey asked.

"No. This felt different." Donnie argued. "The Transmat was a whoosh. This was more like a shift. If I had to guess, I'd say Uncle Augie's puzzle cube acts as some kind of dimensional gateway."

He turned to April and the older Turtles as they came towards him.

"I got the heady science of whoosh vs shift, but after that, you lost me." Mikey said.

"I think he means, the puzzle cube zapped us to another dimension." Cath translated, unsurely.

"The theory goes something like this. We're all made up of atoms, and atoms are mostly made up of empty space, so you could theoretically have parallel universes that is all occupying the same space..." Donnie explained, as he paced around, while everyone else heard a buzzing noise, getting April to turn around. "..but vibrating at different frequencies. A slight shift of atoms, and presto, you're in a whole different dimension."

"So I was right." Cath said, folding her arms.

"Kinda, sis." Donnie said.

"Okay. Okay, Donnie." Mikey said, touching his head. "You're making my head buzz."

"It's not just you, Mikey." April said. "I hear it too."

"We all hear it." Leo said.

"Ah, great! More bugs!" Raph said sarcastically.

"He hates bugs the way you can't stand Ice Cream." Elisa whispered to Cath.

"Don't go there, Ellie." Cath frowned, annoyed.

Raph picked up a stick. "Show yourself, you lousy little mag!" he called.

He waved the stick around, as Leo and Cath both looked up.

"Uh, Raph, you're gonna need a bigger fly swatter." Leo said, pointing at the sky.

"A really big one, bro." Cath gulped.

"Oh, crud." Raph said, looking up.

They all saw a giant wasp flying towards them, making April and Elisa pick up a stick, as Cath, Donnie, Leo and Mikey began throwing stones at the wasp, but all missed. It flew down towards them, then Raph and Elisa both tried to whack it with their sticks, but the sticks snapped it half as it flew over them, knocking them both down. April then tried to whack it as Donnie and Mikey threw another stone, but the stick snapped in half, as the stones bounced off it.

"Raph, Ellie, look out!" April called, turning around.

Raph moaned while lifting his head up, touching it, as Elisa groaned while turning around and saw the wasp heading towards them.

"RAPH!" she yelled, the wasp grabbed him by the shoulders.

It flew up while taking him with it, before Donnie and Elisa both grabbed his legs.

"NOOOOO!" Donnie yelped, as hey got pulled up.

"Raph!" Leo called.

"Donnie!" Mikey yelled.

"Elisa!" Cath cried.

"NOOOOO!" April cried.

The wasp kept flying up while holding onto Raph, as Donnie and Elisa kept hold of his legs.

"Bugs? Why did it have to be bugs!" Raph groaned.

The others all looked up at them.

"You can survive without your weapons for one day." Mikey mocked squeakily, pointing at April.

"Not funny, Mikey!" Cath scowled, glaring at him.

The wasp flew over a river while keeping hold of Raph, while Donnie and Elisa kept hold of his legs. They both looked down and saw something in a tree below them.

"Raph, look?" Donnie hissed. "There's some kind of manmade structure down there."

"Yeah, up in a tree!" Elisa said.

"When you're both through sightseeing, how 'bout helping me kick some bug-butt." Raph snarled, grabbing the wasp's legs.

"Let's see, an insect's exoskeleton is usually thinnest right at the joint." Donnie said.

"Don, not now!" Elisa scowled.

"Yeah, we should care because..?" Raph inquired.

"Just swing me and Elisa up and you'll see." Donnie answered.

Raph grunted while holding onto the legs, then he swung Donnie and Elisa up, allowing them both to kick the wasp in the neck.

"AHHH!" it screeched as it let go while diving down.

"AGHHHHH!" the Turtles yelled, as they fell towards a bunch of trees.

They all fell through a bunch of bushy branches and vines, moaning as they did.

"Ah! Uh! OOH! UGH! Ah!" they moaned.

Down below, April and the other Turtles ran through the forest, before Donnie and Elisa hit the ground in front of them, landing on their shells.

"AH!" they moaned.

"Don, Ellie, are you okay?" Cath asked worriedly, running towards them.

"Where's Raph?" April asked frantically.

Donnie pointed upwards as Cath helped Elisa up, who lay unconscious, then the others turned and saw Raph hanging onto a tree branch above them.

"Did I mention how much I hate bugs?" he asked annoyed.

Leo and April began climbing up the tree, as Mikey helped Donnie up, while Cath shook Elisa awake.

"We'll get you down, bro." Leo promised. "Just hang on."

"Like I got a choice." Raph said.

Elisa moaned as Cath helped her up.

"You okay, sis?" Cath asked.

"Yeah...I'm fine." Elisa assured, shaking her head. "Just a little dizzy."

"Okay. Don?" Cath asked, turning to him.

"Yeah." Donnie said, rubbing his head. "We spotted some kind of treehouse down the river a-ways. We should check it out. Maybe someone can tell us more about where we are."

"You guys up for it?" Mikey asked, turning to April and the two eldest Turtles.

The branch then snapped, causing Raph to fall onto his shell.

"UHH!" he moaned.

"Or down for it?" Mikey said.

"Uh! Okay, but no more flying?" Raph requested, rubbing his head.

* * *

They all began building weapons up from what was around them. Donnie pounced on a branch on a downed tree branch, snapping it off, then Leo did the same further along it. April pulled a vine down that was hanging between two trees, as Donnie sharpened a stick into a Bo Staff with a sharp rock. Raph sharpened a stone against a rock, turning it into a make-shift Sai.

Elisa wrapped a vine around a small stick, wrapping a sharp rock at the end, so it resembled a Kama, as she looked at the other she'd already made. Cath snapped a root up, before sharping the edges and most of the twigs with a rock, turning it into a Tonfa.

Mikey had tied four small sticks together with a small vine, with a stone beneath each one and some orange wrapping at the bottom of each one, making them into two Nunchucks. He picked one up and spun it around, before the spinning end's stone fell away.

"OW!" Raph yelled, as it hit his head.

He came over to Mikey with the stone as Mikey grinned embarrassed.

Leo sharpened two pieces of wood with a sharp rock, turning them into swords, which he then put in his belt. April tied a sharp rock to the end of a stick, turning it into a spear, which she held up before doing a stab move, and then she threw it away, hitting a nearby tree, giving her an idea.

Later, she, Leo, Raph and Elisa used their make-shift weapons to pyre off a large piece of tree bark. Donnie then put on a small Cross made from two sticks into the middle of it, and then Mikey tied a bunch of leaves and some sticks onto it with some vines, making a sail, while turning it into a wind surfer boat.

Once they made seven, they all sailed one down the river each, holding onto the sticks as the wind blew them down the river.

"Would it be to cliché to say 'Cowabunga'?" Mikey asked.

Raph and Elisa turned to him, as they were nearest.

"It in a word 'Yes'!" Raph answered.

He surfed past Mikey, splashing water onto his face.

"Uh!" he moaned. "Hey!"

"You deserved that, Mikey." Elisa teased, giggling.

April raced ahead of the Turtles, before she flipped her surfer boat up into the air, somersaulted forward, before she landed it back on the river.

"Whoa." Mikey said impressed. "April, where'd you get those moves?"

"I don't know." April replied, turning to him. "Something about this place just brings out the Jungle Girl in me."

They all then pulled over their surfer boats near the shore near a bunch of trees. They all got off their surfer boats, and then stared at the treehouse Donnie and Elisa had seen in the sky.

"This is it, guys." Donnie said.

"Hello!" Mikey called, his voice echoing. "Anybody home?!"

Elisa and Raph approached a long ladder leading up the treehouse, as the others looked up at it.

"Hmm?" Leo muttered, seeing holes in the floorboards outside. "Maybe...termites."

"If they're anything like that overgrown flying cockroach, I don't wanna know about it." Raph shuddered.

"It was actually a wasp, Raph." Elisa told him.

April walked past them and began to climb the ladder.

"Where do you think you're going?" Raph asked.

"I'm not afraid of bugs, tough guy." April teased, climbing up the ladder.

Leo then began climbing after her, followed by Cath, Elisa, and then Donnie.

"Don't be scared, bro." Mikey teased, approaching Raph. "Jungle Girl will protect you."

"Hey, I ain't scared of _nothing_!" Raph snarled. "I just hate bugs."

He began to climb the ladder as Mikey turned to him.

"You mean like that one crawling up your back right now?" Mikey asked, getting Raph to stop.

"What?! Where?!" he panicked, touching his shell.

"Gotcha!" Mikey teased.

He laughed hard, before Raph swung the ladder back, hitting him in the face.

"Hey!" he complained, rubbing his beak.

* * *

Once they were all up the ladder, they entered the treehouse and looked around, seeing a hammock, a table and chair, and a shelf on a wall.

"Can't say much of the décor." Mikey said. "But its got great ventilation."

"I think something tried to bite its way in, actually." Cath countered.

Donnie picked up a book and began going through it, as April approached a locket pendant lying on the table.

"Oh!" she gasped, picking it up. "This was my Uncle Augie's."

The Turtles all turned to her.

"Are you sure?" Leo asked, as they gathered around her.

"I'd recognize it anywhere." April assured.

She opened it up, showing the same picture of the family she'd put up in her new shop, as well as a compass.

"Look?" she said.

Raph took the locket from her and looked at it, before he turned it over, then he, April and Elisa saw some writing on the back.

"'So you'll always find your way back to us'." Raph read.

Donnie flicked through the book, before stopping at a page.

"April, look at this?" he asked.

"This is my Uncle's handwriting." April said, recognizing it, taking the book. "He was here, in this dimension or whatever it is. Then puzzle cube must've transported him here jus like us."

"Then it must've been him who built this place." Cath deduced, approaching them.

"Yeah." April agreed, before she turned to the dairy, and began to read it. "'Day 96: my shelter is barely holding up against attacking swarm. I fear this may be my _last_ entry, as my life is in constant jeopardy'."

A buzzing noise got everyone's attention, making them all take out their make-shift weapons.

"We know that tune." Leo said. "Look sharp, guys."

Outside, a bunch of wasps were flying towards them, as Raph ran towards the entrance with a wooden chair.

"Back off, scuzzball!" he yelled, throwing it away.

The chair hit a wasp in the face, making it fall down and screech, while Donnie pulled Raph back.

"Raph, no!" he said, before pointing at the wasps. "If you make them mad, they'll just fire their..."

The wasps fired stingers from their tails before he could finish. They both dived down as the stingers just missed them.

"Stingers!" Donnie finished.

"Way to go, you hothead!" Cath scowled, as she dived down.

Leo, Elisa and April gasped as they ducked, while Mikey dived down after four stingers just missed him.

"Good one, Raph." he said sarcastically, as one landed in front of him. "Raph?"

He turned to Raph and saw one of the stingers had cut his leg, making him woozy.

"I...hate bugs!" he moaned, before he fell unconscious.

"Raph!" Cath cried, running towards him.

They all gathered around, as Cath crouched down beside him and touched his forehead.

"No! Raphie!" Mikey cried.

The wasps all hovered above the treehouse.

"Cathy, is he...?" Mikey asked.

"He's paralyzed." Cath answered, turning to Mikey. "If they're anything like Earth Hornets, the effects should only be temporary."

Donnie peeked out of a hole in the wall nearby, and saw four of the wasps flying towards the treehouse.

"Look out!" he called, turning around.

He, Mikey and Cath all backed away just before one of the wasps burst through the wall. Mikey then whacked it slightly in the head with one of his Nunchucks, but then he rolled away, as the whacked hadn't phased him. It then flew away the room as Elisa backed away, then it flew back towards Mikey, who whacked it away with his Nunchuck.

April held up her spear as it came towards her, but it grabbed the top of it with its mouth, lifting her up as it kept flying around.

"AHHHH!" she screamed.

Leo jumped up and kicked the wasp in the face, making it let go of April, who back flipped upon hitting the floor, before grabbing her spear. Leo landed near her, then they both turned around as the wasp crashed through a wall.

April turned back as she heard a screech, as another wasp flew into the treehouse. She then slashed it down the belly with her spear, then Leo tried to with his wooden swords, but they both snapped in half.

"Huh?" he muttered, looking at them. "Uh-oh?!"

The wasp turned around and flew back towards him, as Elisa pushed him out of the way.

"Look out!" she yelled.

Leo rolled forward under the table as the wasp stung Elisa with one of its stingers.

"Elisa!" Donnie yelled, spotting her.

"What..." she said, before passing out onto her chest.

Leo rolled out from under the table and picked up two stingers that lay on the floor, before turning around.

"Let's see how you like a taste of your _own_ medicine!" he said.

He ran beneath the wasp as it flew over him, slashing it down the chest with the stingers, making it go dizzy before it crashed through a wall. It then fell down towards the ground, as another two swooped down and knocked over some of the supports.

Leo put the stingers behind him carefully, as Cath checked on Elisa as the place started to wobble.

"Whoa!" he yelped.

"Whoa!" everyone else yelped - except Raph and Elisa as they lay unconscious.

They all skidded down slightly, before Mikey grabbed a pillar.

"Abandon treehouse!" he yelled.

Leo picked Raph up and wrapped his arm around him, before lifting him up and onto his shoulders, while Cath lifted up Elisa and held her bridely style. They both jumped out of the treehouse and onto a tree branch. April ran past the table as it moved down, picking up her Uncle's locket and journal as she did, before she followed the four Turtles out of the treehouse and onto the tree branch. She turned back as Mikey and Donnie followed her, just before the treehouse collapsed and fell down towards the ground.

Leo lowered himself and Raph down on a vine, with Cath lowering herself and Elisa right behind them. April then took the vine and swung down on it, landing down near the river. Mikey turned right and saw a wasp flying towards him, before he jumped down and grabbed a small tree branch, then he swung backwards on it and kicked the wasp with both feet, knocking it into the tree.

Donnie ran along the tree branch as three wasps flew down towards him, before he dived over a bush branch, landing on another's back. He brought out his Bo, then whacked the wasp in the back of the head with it, causing him to fall off as it fell down.

"Ah!" Donnie gasped, as he put his Bo between two small branches.

The wasp fell down and crashed into a bush, then Donnie jumped down and landed near it, before running off.

Another wasp screeched as it approached Leo, who then waved the stingers around, getting it to back off slightly.

April swung towards them on a vine, and then whacked the wasp in the face with her spear, knocking it out while Leo looked speechless. Donnie and Mikey both came up behind him, looking shocked themselves, as April landed on the ground.

"You go, Jungle girl." Leo said.

April put her foot on the wasp. "High School gymnastics." she said.

"Hey, where's the others?" Mikey wondered.

"Cath's looking after Raph and Elisa nearby." Leo answered. "Come on, I'll show you."

* * *

Later, April and the Turtles all sat around a fire near a tree and the river. Raph moaned as he woke up and approached Leo and Mikey, as Donnie stared at them, while April went through her Uncle's journal, while Cath sat near Elisa, checking her forehead.

"Oh!" Raph touching his head.

"Feeling back to your old self, bro?" Leo asked.

"Bugs." Raph huffed, rubbing his arm. "Ah, Bugs must pay!"

"Defiantly back to his old self." Mikey smiled.

"How's Elisa?" Leo asked, turning to Cath.

"She's doing okay, Leo." Cath assured, turning to her. "Be back to normal in a few minutes."

"Good." Leo said.

"Guys, I've found something." April said, getting everyone's attention. "Or, my Uncle did anyway. There's a temple somewhere to the north-east. Here, listen. 'Day 130:..."

**(Flashback)**

Augie O'Neal walked down the river, before staring at a temple.

_"..I followed the river until I came upon a grey stone temple.'"_

"Magnificent." Augie said.

Once at the temple entrance, he pushed open a circular seal, and then walked into a chamber.

_Augie: Deep within a chamber, at the center of the pyramid..._

He walked up a set of steps on the pyramid in the chamber, seeing a giant puzzle cube on top of it.

_..was a large puzzle cube. Identical in shape and form to the device that transported me to this savage realm._

He touched the puzzle cube with his right hand, while putting his left on his beard.

_It may be my _only_ way home...if I can just determine how to correctly position the cube_

Later, he was in the treehouse, writing notes on a piece of paper.

_Day 145: I believe I've finally cracked the secret of the puzzle cube._

A bunch of wasps flew towards the temple, which now had a hive nest on one side.

_Unfortunately, since my first journey to the pyramid..._

The wasps all swarm over each other and the hive nest.

_..the giant hornets have began building their nest on the side of the structure._

Augie closed his journal.

_The journey will be dangerous, but I must try to reach the cube._

He took off his locket around his neck and put it down on the table.

_I leave behind this journal, and my compass pendant, should any other poor soul end up in this infernal place._

**(Flashback ends)**

The Turtles - expect Elisa as she was still unconscious - all look at April.

"'Heaven help you all'." she read. "That's all he wrote."

Donnie took the journal from her.

"The rest is just calculations." April said, as Donnie flicked through it.

"Looks like your Uncle was trying to decipher the cube mathematically." Donnie deduced, looking at a page.

"We need to get to that temple..." April said, opening up the locket. "..and find out what happened to him."

"If we can piece together his notes, we might be able to program the puzzle cube to send us home." Donnie hoped.

"Then it's settled. We head out for the temple first thing in the morning." Leo said.

"Uh..!" Elisa moaned, waking up. "What hit me?"

Cath came over to her.

"Just relax, sis." she soothed. "You got stung by one of those stingers."

"Oh, great!" Elisa groaned, face-palming herself. "I hope we don't meet anymore of those hornets!"

"Well, you're out of luck, sis." Mikey said, approaching his sisters.

"Huh?" Elisa muttered.

* * *

The next morning, April and the Turtles all approached the river, Elisa having been told where they were going before they all went to sleep, which annoyed her. They all stopped near the river, as April, Donnie and Cath looked at Augie's journal.

"Your Uncle's calculations seem to indicate a logarithm correlation, in an otherwise deviation." Donnie deduced.

"Of course. The algorithms follow a variation of on a Fibonacci sequence." April realized.

"Do you guys come with subtitles?" Mikey asked, scratching his head.

"Uh, translation please?" Elisa asked, turning to Cath.

"Uh..." Cath stuttered, trying to think. "A Fibonacci sequence is a sum made from two preceding numbers. In this case, the logarithm and algorithm."

"Oh..." Elisa said.

"Guys, look." Leo said, pointing at the temple.

They all turned to it, and saw the hive nest on the wall, as well as dozens of wasps around it.

"What I wouldn't give for a can of bug spray." Raph said. "A really big one."

"After what they did to me and you, I'd want one too." Elisa said.

"I think I know how we can get past them." Donnie said, tossing April the journal.

She caught it as he dived into the river, then when he emerged from it, he was covered in mud.

"Hornets and wasps have a strong sense of smell." he said, turning to the others.

"So, in other words, we need to disguise our sent?" Cath assumed.

"Correct." Donnie answered.

Leo and Elisa touched their beaks as April fanned her hand in front of her nose.

"Whoo!" Mikey said, as he, Raph and Cath touched their beaks. "Do we have to disguise them _that_ bad?"

April approached the river and dived into it, shocking the Turtles, who then all followed after her. They all then surfaced from it, April doing it slowly like Tarzan.

"I think you may be taking this Jungle Girl thing a little too seriously." Leo said.

"Yeah. We might have to start calling you Jane." Elisa teased.

April threw some muddy water into their faces.

* * *

Later, they all approached the temple entrance.

"I sure hope this is worth having Mikey down wind." Donnie said. "Whoo."

"We're about to find out, 'cause here they come." Raph said, turning around as three wasps came out from a small hole in a wall.

They all flew away from the temple as April and the Turtles turned to them.

"They're leaving." Donnie sighed. "Old factory principle proven."

They all walked towards the temple entrance, and then entered it.

"Huh?!" they gasped.

"Wow." Donnie said.

They all saw a bunch of cocoons hanging from the ceiling all around the inside of it, then Leo and Donnie jumped down from the entrance.

"Looks like the hornets have tunneled their nest right into the temple." Donnie said quietly.

"So...how come no one's minding the eggs?" Mikey wondered.

"Good question." Cath admitted.

"Well, these ain't eggs." Donnie said, approaching a cocoon. "They're pupa, second stage development. And from the looks of them, I'd say they're nearly fully formed adults."

"Weapons, ready." Leo whispered, holding his stingers.

They all took out their weapons.

"Let's move out." Leo said.

Mikey spun one of his Nunchucks around, before the stone on it snapped off and flew away. It then hit one of the cocoons, cracking it open, and then they all shook.

"Way to go, blockhead!" Elisa scowled, glaring at her youngest brother.

"Yeah, nice going, Mikey!" Leo said sternly.

The cocoon behind them both cracked open, then the wasp inside screeched while poking its head out, making them both run away.

"Everybody, move!" Leo yelled, as the others followed them.

More of the cocoons burst open, then the wasps inside screeched while climbing out. They all then gave chase to April and the Turtles, who stopped and turned to them near the chamber entrance.

"They're gaining on us!" Mikey yelled.

"Way to notice, blockhead!" Elisa snarled. "It's_ your _fault their chasing us!"

"Alright, stinkbugs, this time it's personal!" Raph bellowed.

The Turtles all jumped and dived towards the wasps, then Mikey whacked one in the back of the head with one of his Nunchucks. Leo then slashed another in the face with one of his stingers, as Donnie whacked another in the back with his Bo. Elisa then back flipped and kicked another in the chin as it flew over her, as more came out of the cocoons. April then whacked one with the pole end of her spear as it flew towards her, knocking it away.

Raph held one back with his make-shift Sais, before nearly slashing it with one.

"There's too many of them!" Leo exclaimed, holding another back with his stingers. "We need to find another way outta here!"

He pushed the wasp away, then dodged as another flew past him and Raph.

Cath held one back with her make-shift Tonfas, then she ducked down and skidding beneath it on her shell, but when she tried to whack it in the belly with them, they snapped in half.

"Ah, shell!" Cath cursed, after getting past it.

April slashed one with the pointy end of her spear, before she turned to a doorway behind her.

"Guys, over here!" she called.

She turned and ran towards the doorway, as Cath followed after her, then they, Donnie, Leo and Elisa and piled through the doorway. They turned around as the wasps flew after them, as Mikey came in, while Raph slashed his Sais around at the wasps.

"Raph, come on!" Elisa called.

Raph backed away towards the door as Donnie started closing the door. Raph turned around and ran into the chamber just before Donnie closed the door, trapping the bugs on the other side.

"Phew." Donnie said, wiping his forehead with his forearm.

"Boy." April sighed, leaning against the door.

The others panted while lying down, expect Leo who stood and touched his knees.

"Huh?" they all muttered, seeing the puzzle cube they were looking for in front of them, on top of the pyramid like Augie's journal had said.

"There it is." Mikey said, getting up. "Our ticket home."

They all approached the pyramid, then walked up the steps on it and approached the puzzle cube.

"Huh?" April muttered, spotting a piece of paper on the floor.

She put her spear down - the pointy end in the ground - then bent down and opened up the paper, before picking it up.

"It's Uncle Augie's handwriting." she said. "So he _did _make it back here."

Donnie came over with the journal, as he went through it.

"That's odd." Donnie said, approaching April as she got up. "The settings on the cube _don't _match the coordinates in your Uncle's journal. Wherever it sent him, it _wasn't_ home."

"That means he must've wound up in another dimension." Cath realized, approaching them both.

"You're right, both of you." April said. "Something must've happened to him when he was setting the final coordinate, but what?"

A loud growling noise made them all turn around, to see a larger wasp approaching them.

"You had to ask." Raph said annoyed.

"That one sure looks bigger." Elisa gulped.

"It's the Queen." Donnie gulped.

The Queen glared at them.

"I don't care if it's Queen Latifah, you guys need to get the cube fired up!" Mikey said, taking out his Nunchucks.

Donnie, April, Cath and Raph all approached the cube, as the others took out their weapons. Mikey jumped down towards her, then dodged as she spun around to hit him with her stinger, missing by inches.

"Ah!" Mikey yelped, as he fell onto his shell.

The Queen tried to stab him with one of her pincer stingers, but missed as he dodged, then he dodged again, before she stung him with one, making him woozy.

"Ah!" he moaned, before passing out.

Elisa dived and tried to corkscrew kick the Queen, but missed as she backed away, before Elisa landed on the floor. She took out her make-shift Kamas, then began slashing them at the Queen, but missed as she backed away, before hitting her in the arm with her right pincer stinger, making her dizzy.

"AHH! Not again!" she moaned, before passing out near Mikey.

Leo jumped and kicked the Queen in the face, before landing in front of Mikey and Elisa, taking out his stingers. He began waving them in front of the Queen, making her back off, before she blocked a slash from him.

Raph, Donnie, Cath and April all began moving the puzzle cube around, grunting as they did.

Leo sent another slash at the Queen, before she knocked one of his stingers out of his hand, while stinging him with one of hers, making him woozy.

Raph turned to him just as he passed out near Mikey and Elisa.

"Guys!" he cried.

He jumped down and landed near Leo, then threw away his Sais before picking up Leo's stingers, then he jumped over and landed behind the Queen. He then turned and blocked her tail stinger with one of his, before pushing it back. The Queen turned around to him before she flapped her wings and flew into the air.

Donnie, Cath and April kept spinning the puzzle cube around.

"Almost there!" Donnie grunted.

The Queen spun around and tried to hit Raph with her tail stinger, but he blocked it with one of his own, then blocked another strike with the other. She then however managed to sting him in the arm, making him drop the stingers.

"OW!" he yelled, touching his arm. "Oh! Not...again!"

He fell down and passed out.

The Queen lowered herself down and drooled over Raph, when April came over and whacked the Queen in the face with the pole end of her spear.

"Get away from him!" she demanded.

The Queen growled at her.

"You witch!" April yelled, throwing the spear, which went into the Queen's mouth.

The Queen screeched in pain as she fell onto her back, not moving a muscle.

Donnie and Cath grunted as they locked the puzzle cube in place, as it began to glow.

"April, time to go!" Donnie called, as they ran towards their siblings.

April began dragging Raph towards the puzzle cube, while Cath dragged Elisa, and Donnie dragged Leo and Mikey, while the Queen screeched.

"Guys, we gotta hurry!" Cath cried, as they dragged the others up the pyramid.

The Queen flipped herself back up, and then she flew towards April and the Turtles, hovering right near them. April, Donnie and Cath all turned away before they all vanished from the puzzle cube's light, just as the Queen tried to hit them with her tail stinger, making her screech angrily.

"AHHHH!" the Turtles and April yelled, as they went down the large tunnel.

* * *

They all later wound up back in April's shop, still covered in the mud and leaves.

"Uh!" they moaned, hitting the floor.

Casey came back in from the back, then looked disgusted.

"Peuh!" he said, waving his hand in front of his nose. "What died in here? Whoa."

He approached April and the Turtes as they all turned to him.

"I'm gone two seconds and suddenly everyone's covered in crud?" he inquired.

"Two seconds?" Elisa exclaimed. "We've been gone much longer than _that_, Case."

"No, you haven't." Casey argued, shaking his head.

The others all turned to each other.

Later, after showering off all the mud on themselves, the Turtles and April - now wearing a blue bathrobe with her hair in a towel - had told Casey what happened.

"So, uh, let me get this straight?" he asked, staring at April as the Turtles all stood behind him. "You defeated the giant hornet Queen, all by yourself?"

April approached a case full of antiques, wearing her Uncle's locket around her neck, while carrying the puzzle cube and a few small plates.

"Like I said..." she said, putting them down on the case. "..something about that place just brought out the Jungle Girl in me. Not that I'm in a big hurry to _go back_ there."

She held up her Uncle's locket and opened it up.

"But I will find you someday, Uncle Augie." she promised herself. "I swear it."

She closed the locket, then looked at the writing on the back, sighing sadly as she thought of what happened to her Uncle.


	22. Return of the Justice Force

**A/N: Please read and review, cause I had a lot of fun with this one.**

* * *

Mikey moves down a tunnel with a domed robot on his head, as its top flashed red.

_Mikey: No, this isn't some kind of hi tech Bar Mitzvah..._

His siblings, Casey and a man in a blue suit and cape all walk down the tunnel.

_..and no, we haven't been taken over by the 'Dome People' either._

Some dome robots patrol a dark hallway with maces, as the Turtles, Casey and the man walk past them.

_Its just your basic sneak and rescue and those blinking skull caps on our heads are the only thing keeping those robo guard dogs from going medieval all over us._

The man peeks out around a corner and stares into a lab.

_The old guy with us, that's Stainless Steve Steel._

He turns to the Turtles and Casey and holds up his thumb.

_Believe it or not, he used to be a superhero._

They all walked into the lab, and approach a few cocoons.

_We're helping him search for his missing teammates and I think we just found them._

Stainless Steve runs a hand over a cocoon, showing one of his friends.

_To think, this whole thing started..._

Stainless Steve gasps, before the lab shakes wildly, as the Turtles hold their weapons.

_..out with me trying to find a comic book. And now I'm living one..._

Everyone gasps as a large metal dome robot smashes through a wall, before it approaches and stares at them.

_..although I'm not sure how much longer I'll be living._

Mikey gulps.

* * *

In the lair, Mikey was reading an narrating a comic book, using different voice tones, starting at a scene with a bunch of people charging at a bunch of tanks, while Splinter was meditating behind him.

"(Raspy voice) Gen. Genocide's Malevolent Mechanical Marauders are no match for the Justice Force! (Squeaky voice) I'll make fast work of these Lumbering tin cans, or my name's not Zippy-Lad!"

A fast hero in orange dashes around a tank as it fires its cannons while its barrel turned.

A stretchy hero in light purple wraps his body around a cannon barrel, as a short one in maroon wraps metal hair around another.

"(Tough voice) You rusted ruffians should know better than to tangle with Joey Lastic and Metalhead!"

A woman hero in pink punches a tank with her fist.

"(Woman's voice) It feels so strange being back with the team after being gone for so long. I just don't know if I can do _this_."

A man in dark blue, a cape and a sliver cycle on his forehead goes down.

"Stainless Steve still keeps me at a distance. He only ever sees me as Battling Bernice, but we could be so much _more_."

Battling Bernice weeps a tear, then turns to a short man with a dome head orders a bunch of mini dome robots to attack a tank.

"And even through Dr. Dome still has feelings for me, he'd _never_ forgive me if he knew my secret."

Battling Bernice sees both Dr. Dome and Stainless Steve on a tank - the latter pulled up its cannon, as the former began climbing on it - when she sees another aiming at them.

"STEVE! DOME! LOOK OUT!"

She dives between her friends and the tank as it fires, taking the blast as they both watch in horror.

"AGHHH! (Shocked voice) Bernice! (Worried voice) NOOOO!"

Mikey looked at the pages, before seeing something written in the bottom right corner.

"To be continued..." he read, in his normal voice. "Oh, man!"

He got up from the couch while throwing the comic away, before rushing towards a pile in front of him.

"I've just gotta know if Battling Bernice survived!" he panicked, as he began throwing them away one-by-one. "And does she end up with Stainless Steve or Dr. Dome?!"

One of his comics hit his father in the back of the head.

"Uh!" Splinter groaned, before turning around. "Michelangelo!"

He ducked as another nearly hit him, then caught a third.

"A ninja's greatest strength is patience." Splinter scowled. "And you are quickly drying mine!"

"You don't understand, Sensei!" Mikey exclaimed frantically, picking up his Shell-Cell beneath the pile of comics, before he began dialing a number. "Now I'm gonna have to call every shop in town to find that next issue!"

"I am trying to meditate!" Splinter frowned, as he did so. "To quiet my mind and clam my spirt."

Mikey walked off with his Shell-Cell, when an engine noise made Splinter open his eyes. Donnie raced a purple Shell Cycle with a sidecar into the lair, then around the river, before parking it in front of Splinter.

"Isn't it great, Sensei." Donnie said. "With all this downtime we've had lately I've made Shell-Cycles for all of us. Wanna try it out?"

"Another time, perhaps." Splinter said.

"HYAH!" Leo yelled.

Splinter turned and saw him and Raph sparring against each other, as both girls did the same nearby. Donnie raced his Shell Cycle away past them all, as Leo sent a slash at Raph with one of his swords, but he blocked it with his Sais, while Cath dodged a slash from Elisa. Raph then jumped as Leo tried to kick him in the legs, while Cath spun around to whack Elisa with one of her Tonfas, but missed as she dodged. Leo began sending more slashes at Raph, who blocked them with his Sais, while Cath blocked Elisa's Kamas with her Tonfas as she tired to hit her with both at the same time.

Splinter sighed as Mikey walked past him from behind on the phone.

"That's Justice Force issue 1-37." Mikey said. "What?!"

A man mumbled on the other end.

"No! 1-37!" Mikey repeated loudly.

Splinter touched the right side of his head with two fingers, moving them around in circles, as his two oldest sons and his daughters kept sparring against each other. He then got up as Donnie honked the horn on his Shell Cycle, then whistled with his fingers, getting all his children's attention.

"My children, for the next hour you will practice your ninja silence, understood?!" he bellowed.

His five eldest children all nodded, then he sat down and began meditating again. Just as he started to however, a door opened up, and Casey came in with a boombox on his shoulder, which was playing loud music. He walked over to Donnie, as Leo, Raph and Elisa all ran towards him while putting their weapons away, along with Cath.

"Sweet ride." Casey remarked, staring at the Shell Cycle. "Hey, we should do a road trip."

Splinter threw his stick at the boombox on Casey's shoulder, hitting and turning it off.

"Excellent suggestion." he said.

His fiver eldest children gasped with their mouths open.

"Huh?" Cath muttered.

"Really?" Leo questioned.

"I think it would be good for_ all_ of us if you got out of the city for a _bit_." Splinter said.

Mikey approached Casey and his older siblings.

"I can't believe it!" he said. "_No one_ in this city has a copy of Justice Force number 1-37!"

"You should try my guys Steve's Comics." Casey suggested. "If the book _exists_, he'll have it. Course, he's all the way up in Northampton."

"Road trip!" the Turtles said, expect Cath.

"Oh, boy..." Cath sighed.

* * *

Later, Casey and the Turtles all drove their bikes down a street in Northampton - the Turtles wearing coats to disguise themselves.

"Couldn't we have found stuff for our legs too?" Cath inquired annoyed, feeling exposed due to it being daylight.

"We _couldn't _find anything." Elisa reasoned. "We'll have to try and get some for next time."

"Oh!" Cath moaned.

They then parked their bikes outside the store, which had a sign saying 'S Comics' on.

"We're in luck, guys. It's costume day." Casey said. "You'll blend right in."

"That make you feel better?" Donnie asked, as the Turtles took off their coats.

"A little." Cath replied.

The Turtles and Casey all entered the store, then walked around it, seeing boys in all sorts of costumes, one dressed up as Stainless Steve.

"So what are you suppose to be?" that boy inquired, walking after Raph, making him stop. "Wait, don't tell me, you're one of the Fantastic Terrapin Warrior Teens."

Raph gritted his teeth and shook his head in annoyance, before walking off.

"You'll have to forgive him." Elisa said, approaching the boy. "He can be a bit...annoyed sometimes."

"Oh... Are you suppose to be one of those too?" the boy asked.

"Uh! No!" Elisa replied annoyed, before she turned and walked away.

Leo picked up a comic and began going through it, when a Silver Sentry flying toy flew over him.

"Huh?" Leo muttered, ducking as it flew past him.

Cath turned away from a shelf, before she saw Donnie was controlling it with a remote control, as Casey stood beside him.

"Casey, can you spot me some cash?" Donnie asked. "I _have_ to get this."

He kept playing with the toy, as Casey put his hand in his pocket, as a short muscular man walked past them both, carrying a bunch of papers. Casey took some money from his pocket, then accidently knocked over the short man, making him drop the papers.

"Weird looking dude." Casey said. "Even for this room."

"I won't argue there." Cath admitted, approaching them.

Mikey stood by Steve, who stood behind the counter typing on a computer.

"Sorry, friend." Steve said, as Donnie approached the counter and picked up the toy. "Justice Force 1-37 doesn't_ exist_."

"No way!" Mikey panicked, touching his face. "I gotta know what happened to Battling Bernice!"

The man sighed and said. "She..._didn't_ make it."

"Huh?" Cath muttered, turning to him, his tone sounding like he knew what happened.

"What?!" Mikey exclaimed. "How do you know?"

"I remember like it was yesterday." Steve sighed, as Cath approached them. "She sacrificed herself to save Dr. Dome and Stainless Steve. The Justice Force disbanded shortly after that."

Mikey approached Donnie and Cath.

"Boy, this guy takes the stuff seriously." Mikey noted quietly.

"Like you do?" Cath inquired.

"Um..." Mikey stuttered.

Before he could answer, the door opened up, and a bunch of mini dome robots like in the comics with flashing red heads stormed into the store.

"What the?!" Cath exclaimed.

Another smashed the window as it jumped through it with a mini axe, then another followed with a small mace. The boy dressed like Stainless Steve panicked as more smashed through more windows.

"AGHHH!" he screamed, running out of the store. "MOMMY!"

"AGHH!" the other kids cried, running away.

They all ran out of the store as more robots landed on the ground.

Donnie whacked one with his Bo as it pounced towards him, then whacked another and knocked it to the floor.

Raph stabbed one with his Sai, then kicked another away from him.

Elisa dodged as one pounced towards her, before she turned and stabbed it with both her Kamas.

Cath spun her Tonfas around, before whacking one in the head with them, smashing it to the floor.

Casey got in front of the short man as two came towards him.

"Yo, dude, stand back. A little guy like you could get hurt." Casey said, getting up.

The two robots pounced on him, before pushing him to the floor, pinning him down.

The man's eyes lit up angrily, before his appearance changed into that of Metalhead from the comics.

Casey kicked a robot away as it held his leg right leg, while another held his other leg, and another two held his arms.

"Get off me, you..." he snapped, kicking the one on his left leg away, when the another grabbed his right. "..little tin cans!"

Metalhead stabbed the two on Casey's left in the chest with his metal hair, then lifted them up and threw them away.

Mikey turned to them as Casey threw the last away, while he played tug-of-war with one holding onto his Nunchuck.

"Whoa! You're Metalhead!" he gasped. "Then...the Justice Force is real?!"

He spun around and threw the robot away towards Steve.

"Look out!" Cath yelled, turning to him.

The robot hit Steve's head, but then bounced off of it, confusing both Turtles.

"Huh?" Cath muttered.

"AH!" Mikey screamed.

"Phew. _Real_ as the steal saucer on my noggin." Steve said, taking his hair off - reveling to be a wig, and showing the saucer on his forehead.

"Ah... And you're the _real_ Stainless Steve Steel!" Mikey whooped happily.

"I don't believe it!" Cath exclaimed, covering her mouth in shock.

Steve nodded. "Mm-mm." he said, before more robots flew past them, then he turned and saw more fly in. "And those are _real_ Domeoids."

He hopped over the counter, then wrapped his arm around one as it flew past him, then rolled along the floor with it, before banging his saucer against it, destroying it.

"Whoa." he said.

Mikey and Cath both came up behind him.

"Think I strained something." he said, touching his back.

"Let me look at it?" Cath asked, crouching down behind him.

Steve turned to her as she put her Tonfas down, and then touched his back carefully.

"She knows what she's doing." Mikey assured.

Metalhead held four Domeoids in his hair, then smashed two together with it, before the other two fired an electric shock from their hands.

"AHHH!" he moaned. "AGHHHHH!"

He then fell onto his chest in pain, out cold. Four Domeoids then lifted him up - each grabbing an arm or leg - as boosters fired from their legs, before they raced out of the doorway, past Steve, Cath and Mikey.

"Metalhead, no!" Steve yelled.

Casey and the other Turtles ran out of the store, and saw the Domeoids fly away with Metalhead. Cath and Mikey then both helped Steve out of the store, by wrapping his arms around them.

"Who could've done this?" Mikey wondered.

"Only _one_ fella I know with the brainpower to run those Domeiods." Steve explained. "And that's old Doc Dome himself."

"But, wasn't he one of the Justice Force too?" Mikey inquired.

"Doc Dome's always blamed the rest of us for the demise of Battling Bernice." Steve explained. "It was only a matter of _time_ before his madness turned to hatred and revenge."

"Sounds like one bad guy." Elisa said quietly.

Steve took out a small device from his pocket, and then pressed it.

"The Justice Force emergency signal?" Mikey said.

"Been carrying this around for almost _40_ years." Steve explained. "I _never_ thought I'd have to use it _again_."

"How's his back?" Mikey asked, turning to Cath. "Can you fix it?"

"Not me." Cath replied, shaking her head.

"But you're a Doctor, sis?" Donnie argued.

"You need a chiropractor for this, bro." Cath reasoned. "Or something who knows about fixing a spine."

* * *

Later, the Turtles, Casey and Steve were at Steve's house, all standing around their bikes - Steve sitting in the sidecar on Donnie's - before Mikey and Raph approached him.

"I can't believe Dr. Dome would turn _evil_." Mikey said, as they helped Steve out of the bike.

"You can't ignore the _facts_, Mikey." Steve said.

"You'd be amazed at what he can ignore." Raph joked.

"How's your back?" Cath asked, approaching them.

"It's better, Cath." Steve assured. "I'll be a lot better though when the others arrive."

Leo, Donnie and Elisa all approached the door, when it opened up by itself, making them turn to Steve, all looking slightly nervous.

"Uh, Steve, you leave your door open?" Donnie asked.

Steve shook his head.

"Then that means somebody's in there." Elisa realized, taking out her Kamas.

Leo took out one of his swords, as Donnie took out his Bo and Casey put his mask down, then Leo pushed the door further open. He took out his other sword as he walked in, followed by Elisa, Donnie and Casey, before they saw an old man in a wheelchair in front of them, wearing Zippy Lad's costume.

"Oh! It's just some old dude!" Casey moaned.

"Old?!" Zippy Lad inquired rudely.

He dashed past the Turtles towards Casey, then moved around him in a circle at supersonic speed.

"Now_ that's_ fast." Elisa commented.

"Whoa!" Casey yelped, as he began to move up like in a whirlwind, before dropping to the floor. "Ow!"

He landed on his butt, as Zippy Lad stopped moving and stared at them all, stream coming from his wheels.

"Watch who you're calling _old_, slow poke!" Zippy Lad scowled.

Cath came into the house, just as Raph and Mikey helped Steve in.

"Awesome." Mikey said. "It's Zippy Lad!"

"You're looking...well, Zip." Steve commented.

"No I'm _not_!" Zippy Lad retorted annoyed. "I'm a mess just like you!"

Mikey and Raph helped Steve towards Zippy Lad.

"Right here, fellas. I just need to..." Steve said, as Raph and Mikey helped him sit down. "..stretch out is all."

He lay on his back, when Joey Lastic's head appeared over him.

"Did someone say 'stretch'?" he asked.

He pulled his head back towards him, but it got stuck inches from it, making him touch and shake his neck.

"What's the matter, pops?" Zippy Lad asked. "Not as 'Joey Lastic' as you used to be?"

"I'll retract _eventually_." Joey assured. "Just takes a little _longer_ than it used to."

"Are these guys awesome or what?" Mikey asked his siblings, approaching Raph and Elisa. "It's like we're apart of history."

"Yeah. Ancient history." Raph scoffed, folding his arms.

* * *

Later, after Steve changed into his old suit, he, his friends, the Turtles and Casey were all in the library. Leo read through a book as the others stared at Steve, who sat in a chair while Zippy Lad ran his hands along his back quickly.

"Nothing like a speed massage to work the kinks out of your back." Zippy said.

He pulled his hands back as Elisa leaned towards Cath.

"Is _that_ what you meant about helping his back?" Elisa asked.

"Yep." Cath replied, nodding.

"Thanks, Zippy." Steve said, getting up. "I feel decades younger."

His stomach fell down from his chest.

"Now we need to figure out how we're gonna stop Doc Dome." he said.

Joey rubbed his hand around the back of his neck.

"Ah..." he sighed, as his neck came into place. "There it is."

"I've been wondering, why did Battling Bernice quit the team for a year?" Mikey wondered.

"She never said." Steve answered. "But I always suspected it had something to do with Doc Dome."

"Maybe they had something going on behind your backs." Elisa suggested. "Must've hit him hard when she perished."

"Well, it's_ that _true, it might explain why he was hit hard by it." Steve admitted.

A noise then made everyone look up.

"Guys, something's on the roof." Leo said.

"I've got a bad feeling about this." Cath gulped.

Leo opened up a window, looked out and saw no one around. He then got out and jumped onto the roof while bringing his swords out, then he looked around, and saw a bunch of Domeiods running along the roof.

"Huh?" he muttered.

He turned and saw more climbing up the building, as a few flew around the chimney.

Casey and his siblings all got onto the roof and stared down at the Domeiods.

"Here they come!" Leo said, as they all took out their weapons.

"Let's kick some dome!" Raph quoted.

He dived forward and then stabbed two in the side with his Sais as he landed between them, then he picked them up and banged them together.

Elisa dived forward and landed in front of one, then she stabbed it with both Kamas, before picking it up and throwing it away, making it crash into another two.

Mikey spun his Nunchucks around as half a dozen charged at him, whacking them all away before he ran along the roof.

Cath dived towards two and hit them both with her Tonfas as she flipped forward, knocking them down as they sparked.

Donnie pole vaulted backwards onto a cone tower, then whacked one away with his Bo like a baseball, then did the same with another, then another and another.

Leo landed near some, then slashed a two with one of his swords, then slashed a third with the other, before kicking a fourth away. He then turned and sliced a fifth in the head, knocking it down.

Casey whacked one off the roof with his hockey stick, then whacked another off with it, then whacked a third, sending it flying away.

Steve stood on top of a staircase as two charged up at him, then he banged one with his saucer head, knocking it onto another as they went down the stairs. He then banged another, then another, and then another as it flew towards him, sending it flying away.

"Now this is _more_ like it." he said. "You're massage did wonders, Zippy."

Zippy raced his wheelchair to the bottom of the staircase.

"Fastest hands in the west." he joked, before he spun them around in front of him, as a Domeiod pounced towards him. "Speaking of which."

The Domeiod dived towards him as he kept spinning his hands around, destroying it, followed by another. A third then came up behind him and grabbed the side of his wheelchair.

"What the?!" he exclaimed.

A fourth grabbed the other side.

"Hey!" he complained, as both Domeiods lifted his chair up. "Put me down!"

The Domeiods flew off towards the door, as Joey came out of a room and stared at them.

"Zippy!" he cried.

He stretched his body out and tried to reach Zippy, when two Domeiods grabbed his legs, pulling his chest down.

"Oh!" he moaned.

The Domeiods began wrapping him up like a folded carpet.

"Ah! Oh, no!" he gasped, once they reached his head.

The Domeiods then took off and flew away with him.

Steve came running out of the door.

"Zippy!" he called, as Mikey jumped along the roof, landing on a perch. "Joey!"

"They're getting away!" Mikey exclaimed, turning to Casey and his siblings.

Donnie whacked a Domeiod away with his Bo, as Casey picked another up and threw it away, while Elisa stabbed a third with her Kamas.

"Not for long." Donnie said, as Cath and Leo turned to them all, before he picked up his Tracker. "I planted Turtle Trackers on the old guys earlier; just in case."

"Good thinking, Don." Cath remarked.

Raph grabbed a pole on top of a tower, then spun around and kicked a Domeiod away, before putting his feet down.

"So what are we waiting for?" he asked. "Let's roll!"

* * *

Later, Casey and the Turtles all parked their bikes outside a metal fence, Stainless Steve riding in Donnie's sidecar, while holding the tracker. He looked at it, seeing two blips ahead, then pointed at the fence.

After Donnie cut open a gap in the fence, he crawled through it and past some bushes, followed by Cath, Mikey, Raph, Elisa, Leo, Casey and Steve. They all peeked over the bushes, and saw a bunch of Domeiods patrolling around a large dome, both on the ground and in the air.

"Whoa. That's one mighty big dome." Casey admitted.

"That's Doc Dome's fortress." Steve explained.

"Look at all those Domeiods." Leo said.

"Just how _many_ has this guy got?" Elisa wondered.

"You got me, sis." Cath shrugged.

"We're in luck." Steve said, handing Donnie some binoculars. "Doc Dome isn't controlling them right now. See those flashing blips on their domes?"

Donnie looked through the binoculars, and saw two Domeiods flying past the dome.

"That means they're in automated defense mode." Steve explained, as Donnie stared at the entrance. "They'll attack _anything_ that moves that _doesn't _give off one of those signals."

"Then we'll just have to give off one of those signals." Donnie deduced.

"You got a plan, Don?" Cath asked.

"Oh, yeah." Donnie said.

A group of eight Domeiods patrolled around the path leading towards the dome, when Donnie's Silver Sentry toy flew over them all, getting their attention. It stopped flying near a tree, then they charged at it, just as it flew down over them all, as they all tried to hit it with their weapons, but missed.

Donnie licked his lips as he kept controlling the toy, flying it towards the bush he and the others were behind.

The Domeiods all chased after the toy, just as it landed behind the bush. The Domeiods then ran into the bush, but then Steve, Cath and Donnie all whacked them to pieces.

A little later, Steve, the Turtles and Casey all walked towards the dome, wearing a Domeiod's blip on their heads.

"We look ridiculous." Raph said, turning to Donnie.

"We'll look even worse if we get our heads bashed in by 100 Domeiods." Donnie argued, walking past him.

"True." Elisa agreed, walking past Raph. "Better this than getting our shells kicked."

Raph turned and followed them as Casey and Steve brought up the rear, before they all walked into the dome. The door opened up, then they all walked inside, before the door closed behind Steve.

They all walked down a red hallway, unknowing being witnessed on camera by a woman dressed like Battling Bernice.

Once inside a dark room full of dome cocoons, Steve approached one and rubbed his hand over it, showing Metalhead inside.

"Metalhead!" he gasped. "Doc Dome will pay for this!"

"Now let's not jump to_ conclusions_." Mikey said, before Casey and the Turtles approached Steve. "I've read _too_ many comic book stories where things are_ never _what they seem."

"So he admits he reads too many comic books." Cath whispered.

"At least he's sounding_ serious_." Elisa admitted.

Steve banged his saucer head onto the cocoon, cracking it open and freeing Metalhead, as stream came out of it. He opened his eyes as everyone stared at him, seeing he was trapped behind a small machine wrapped around him.

An alarm then went off, making everyone look around as a red light flashed above them, while rocks fell from the ceiling. Everyone took out their weapons and gasped, before something smashed right through a wall. They all turned to it, as a large Domeiod marched into the room, before it stopped in front of them all.

"Cool." Mikey said, spinning his Nunchucks around. "Doc Dome."

"Where?" Cath inquired, turning to him.

"Inside the Domeiod." Mikey explained.

The Domeiod leaned forward, confirming Dr. Dome was inside it controlling the machine.

"Surrender, Stainless Steve!" he demanded. "You and your reptile flunkies may have succeeded in _kidnapping_ the others, but you won't get Dr. Dome without a fight."

"Did he say 'kidnapping'?" Cath asked quietly, turning to Elisa.

"Yeah. This is getting weirder and weirder, sis." Elisa muttered.

Dr. Dome moved her Domeiod towards the Turtles, Casey and Steve.

"You dare accuse _us_ of your twisted scheme, Dr. Dome?!" Steve frowned, pointing at him. "This is your lab!"

He ducked as Dr. Dome tried to grab him.

"These are _your_ Domeiods!" Steve went on, pointing at the cocoon.

Dr. Dome moved his Domeiod around, and whacked Casey and the Turtles away - expect Elisa who managed to duck in time. He then picked up Steve by the cape and held him close to the dome of his Domeiod.

"It you won't admit your tracheary, then perhaps your captives will!" Dr. Dome snarled.

"Let him go!" Elisa yelled, jumping up.

Dr. Dome turned to her and whacked her in the chest with his Domeiod's other arm, sending her flying across the room, landing on her belly near the others.

"OW!" she yelled. "I really felt that one!"

Dr. Dome approached the cocoons and smashed the one open, then walked around them and smashed open another, freeing Joey Lastic and Zippy Lad.

"Oh..." Joey moaned, sitting up.

"Man, what a strange dream." Zippy said, opening his eyes. "Dr. Dome, you traitor!"

"What?!" Dr. Dome gasped. "No, _he's _the traitor!"

He pointed at Steve with his Domeiod's hand.

"Can't you see he's trying to frame me?!" he frowned.

"Impossible!" Steve argued, pointing at him. "Only _you_ could've unleashed those Domeiods! They only respond to_ your_ telepathic commands!

He banged his saucer against the Domeiod's finger, freeing him from its grip.

"Uh!" he moaned, landing on the ground.

Metalhead and Joey ran towards him, as Zippy dashed towards him, before they all looked up at Dr. Dome.

"I _haven't _used the Domeiods in _years_! All that metal control is giving me super-migraines" Dr. Dome argued, covering his face with his hand. "And isn't it convenient that you were present for _all _the kidnappings, yet you yourself were _never _kidnapped?"

"Yeah." Joey said, seeing he had a point. "Why is that, Steve?"

"Guys...you...you don't really think...?" Steve asked nervously, backing away.

"You could never hide your jealously." Dr. Dome frowned, marching his Domeiod after Steve. "You couldn't stand the fact that Battling Bernice loved _me_ and not you."

Steve backed away towards a table filled with items of Battling Bernice - including a picture and a gold statue.

"Are you outta your glass-incase mind!" he snapped. "Battling Bernice couldn't stand you! She quit the team for a year just to get _away_ from you!"

"Don't ever say her name!" Dr. Dome snarled, raising his Domeiod's foot.

He was about to stomp onto Steve, when Mikey got between them and raised his hands.

"Guys, stop! You're friends! Teammates, remember?! Who saved you from the Living Volcano?" he asked Dr. Dome, before turning to Steve. "And who cured you of the Creeping Alien Rust?! Now, what do you say we work together like the Justice Force and find out _who's really_ behind this?"

Dr. Dome lowered his Domeiod's foot down away from him and Steve.

A noise made them all turn to a doorway, as a bunch of Domeiod's came running down towards them.

"Aha!" Steve said, turning to Dr. Dome. "The Domeiod's _only_ glow like that when _he's_ mentally controlling them!"

Dr. Dome looked down at the Domeiods as they kept charging forward, as Casey and the other five Turtles all stood behind him.

"Let's put a stop to this now!" Leo said.

All but Cath then charged at Dr. Dome.

"Guys, wait!" Cath called.

They all ignored her as Leo and Casey grabbed only Dr. Dome's Domeiod's legs, then Donnie pole vaulted up and landed on its right arm. Mikey then jumped onto its left arm, as Raph and Elisa both dug their weapons into its chest, then climbed up towards the dome. Once all six of them were on top of the dome, they smashed it open with their weapons, before Raph grabbed Dr. Dome by the chest and pulled him towards him.

"Alright, crystal ball!" he snapped angrily. "Call off your attack bots!"

The Domeiods had surrounded Dr. Dome's big one on all sides, as Cath ran towards them all.

"But I tell you; I'm_ not_ controlling them!" Dr. Dome assured. "If I _was_, then my domed head would be red too!"

"Huh?" Elisa muttered.

"That's what I was _trying_ to tell you all!" Cath snapped, approaching them. "There's something that doesn't add up here!"

"Well, if you're not controlling them, then who is?" Donnie demanded.

"I am!" a voice bellowed.

Everyone turned to the doorway, as the woman came walking past the Domeiods standing around it.

"Ah!" Dr. Dome gasped, not believing his eyes. "Battling Bernice, alive?!"

The other Justice Force members all gasped in shock.

"How's that possible?!" Steve wondered.

"No one stays dead very long in comic books." Mikey reasoned, before Elisa whacked him in the head. "Ow!"

"This is_ real _life, you blockhead!" she snarled.

The woman approached Dr. Dome's Domeiod.

"Look closer, Dome?" she smirked. "What do you see?"

Dr. Dome climbed down from his Domeiod, then ran towards the woman.

"I see the woman I love." he said. "And just as..."

He noticed how young the woman looked.

"Young?" he questioned. "You should be older? You're not Battling Bernice?!"

The woman walked past him towards the table with the merchandize.

"That's right. I'm her _daughter_, Ananda." she said, turning to everyone.

Steve and Joey turned to each other, as did Metalhead and Zippy.

"You're lying!" Dr. Dome frowned. "I _would've _known if Bernice had a daughter!"

"She didn't want _anyone_ to know!" Ananda explained rudely. "That's why she quit the team when she did. But you _pulled_ her back in, all of you! And now, I'll have my revenge on those who_ took _my mother away from me!"

Four large crane hooks appeared out of nowhere, and picked up each member of the Justice Force - expect Dr. Dome.

"Whoa!" they yelped, as the cranes lifted them up.

"Not so fast, lady!" Casey snapped.

He and the Turtles - minus Cath - jumped down from Dr. Dome's Domeiod, landing in front of it, then they and Cath and glared at Ananda. She smirked however and looked up, making them all turn around, just before it picked Leo and Raph up, before it squashed Mikey with its left foot.

"Mikey!" Donnie cried, before its right foot crushed him.

"Don!" Cath cried.

The Domeiod lowered its arms, then whacked Cath and Elisa away onto either side of the room.

"AHH!" they yelled, hitting the walls.

A crane came down above them both and picked them both up, before the Domeiod picked up Casey, squashing him between Raph and Leo.

"AGH!" he groaned.

Two small Domeiods grabbed Dr. Dome's arms, shocking him by their behaviour.

"But...how are you able to _control _all my robots?" he inquired.

"I thought you would've figure that one out by now, _Daddy_!" Ananda sneered, taking her helmet off, showing she had inherited his powers, only her domed head was red.

"AH!" Dr. Dome gasped, completely shocked.

"Weird." Elisa muttered, staring at them. "Her Mom's looks and Dad's powers. What a weird combination."

"That's right. I inherited all of your mental powers." Ananda explained. "I took control of your lab and your Domeiods, and abducted your teammates, knowing _everyone_ would blame you for the kidnappings! Nothing would've been more satisficing to me than watching you all destroy each other. But now, I'll just have to destroy you all_ myself_."

Red waves came out of her domed head, then all the remaining mini Domeiods charged at everyone, as they all struggled to get free of what held them.

Ananda laughed happily, while Donnie and Mikey grunted, before turning to the Domeiods.

"AGHH!" Raph, Leo and Casey grunted.

"AHHH!" the girls gritted.

"AGHH!" the Justice Force moaned.

"Must..." Dr. Dome said, sending blue waves from his domed head. "..gain...control."

All the Domeiod's heads suddenly turned blue, stopping them in their tracks, then the big one lifted its feet up from Donnie and Mikey.

"Ah!" they sighed.

Dr. Dome kept sending blue waves from his domed head, freeing the Justice Force from their cranes.

"Oh!" they moaned, hitting the ground.

The cranes holding Cath and Elisa then let go, freeing them before they landed on their feet, then the big Domeiod let Leo, Raph and Casey go.

"Uh!" they said, landing crouched down.

They all turned to Ananda as the Turtles gathered together.

"Oh, no you don't!" Ananda scowled angrily.

She set powerful red beams from her domed head, turning all the Domeiod's red, shocking the Justice Force.

"AH!" they gasped.

The Turtles and Casey all looked around as hundreds of Domeiods surrounded them.

"AHH!" Dr. Dome groaned, trying to regain control, but he couldn't, making him fall onto his chest. "AHHH!"

"Face it, Daddy, you're old, and you're weak." Ananda sneered.

The big Domeiod picked up Dr. Dome and held him up, then all the small ones gathered together in front of Ananda.

"This bring back a familiar memory?" Cath asked.

"Oh, yeah." Elisa gulped, remembering the swarms of Foot Ninja attacking April's.

Donnie approached several Domeiods, then spun his Bo around above him.

"Everyone, concentrate your attack on Ananda!" he called.

He then whacked the Domeiods in the head with his Bo.

Steve banged one with his head, then banged another with it.

"There's _too_ many of them!" he argued. "We can't even get _close _to her!"

"No, wait..." Mikey said, spinning his Nunchucks, before whacking a Domeiod away with one. ".._don't_ concentrate your attack!"

He spun around and whacked a few more with one.

"Split her focus in many directions as possible!" he called, whacking some more away.

Leo sliced one with his swords nearby, before kicking another two away, as Elisa kicked another two away with her right foot near him.

"Mikey, are you sure?" Leo asked.

"Trust me." Mikey said, before jumping away.

"Well, he hasn't been wrong today!" Elisa said fairly, slicing two open with her Kamas.

She and Leo ran off in different directions.

Raph stabbed two in the sides of the head as they came at him, squashing them together as they fell apart.

Zippy dashed away as five came at him, then he turned around and dashed right through them, destroying them. He then dashed to where he was, and smiled at the wreckage.

Casey whacked one with his baseball bat, then swung it back and whacked another away.

Cath somersaulted backwards as four came at her, then she pounced forward and hit two with her Tonfas, making them pile on the other two.

Donnie ran away as a bunch chased after him, then he pole vaulted up to the cocoon holder, before turning to them, and then whacked them with his Bo, smashing them to pieces.

Elisa stabbed one in the head as it came at her, then she picked it up, spun around and threw it towards another three, smashing them up.

Metalhead extended his metal hair, then began to walk on them like long legs, as a bunch of them charged at him. He then stabbed two with the front legs, before whacking the others away with them.

Joey moved back while holding onto the supports on either side of a doorway, extending his arms. A bunch of them came towards him, then he lifted his legs up and shot towards them like a slingshot, kicking two away onto the others.

"Too much happening at once!" Ananda groaned, her eyes wide. "I can't control it all!"

She touched her domed head, as the big Domeiod began to fall over.

"AHH!" Dr. Dome yelped.

"NOOO!" Ananda cried.

The Domeiod then crashed onto the floor, trapping her legs beneath it, while smashing the table. Everyone turned to her, as she tried to get free from the Domeiod, while all the tiny ones lay in ruin.

Dr. Dome then took control of the big one, making it let go of him, and then approached Ananda as she grunted while pushing on it.

"Here, let me help you, daughter." he offered.

His dome head lit up brightly, raising the Domeiod up off Ananda, who then rubbed her leg as Cath stopped near her and her father.

"Ananda, look at me?" Dr. Dome asked, getting Ananda's attention. "_No one_ forced your mother back into the Justice Force. She _chose _this life, and she chose to give her life to save others."

Ananda looked at him in shock, as he held his hands out.

"But you still have one parent who's very much alive." he went on.

Ananda took his hands before he helped her up.

"And wants to be a part of your life." he said.

Ananda cried as she bent down and hugged him, feeling sorry as she now knew the truth.

Cath then jumped up towards them both.

"Are you hurt, Ananda?" she asked.

Ananda turned to her.

"I'm not sure." she answered, looking at her legs.

"Do you want me to check?" Cath asked.

"No. I'll be fine." Ananda assured. "You some sort of Doctor."

"Kinda." Cath shrugged.

"Closest one our family has." Elisa reasoned, folding her arms.

* * *

Later, everyone - expect Dr. Dome and Ananda - were outside the dome, gathered around the bikes, Casey and the Turtles - who had their disguises on - sitting on them. Dr. Dome and Ananda both stood by the dome's entrance and stared at them all.

"I can't thank you fellas enough for your help." Steve said. "This could've easily have ended in tragedy, but it looks like things will turn out okay."

"Thanks to this young whipper-snapper." Zippy said, patting Mikey's shoulder.

"How'd you ever come up with such a clever strategy?" Joey asked.

"Don't you remember?" Mikey asked, putting his helmet on. "That's how you defeated the Grim Repo in issue 57, when he took possession of Dr. Dome's brain."

This shocked his siblings.

"Well, what do you know." Raph said. "Mikey's comic book geek-up turned out to be good for _something_."

They all revved their bikes up and raced away, except Mikey.

"Hey, Mikey!" Steve called.

Mikey turned as Steve tossed him something, then when he caught it, he saw it was Steve's Justice Force Signal Device.

"Whoa. An official Justice Force Signal Device!" he said.

"Consider yourself an honorary Justice Force member." Steve said.

Mikey turned back to them all.

"Awesome." he said, putting the device in his pocket, before racing his bike away. "Yahoo!"

* * *

Later, Mikey read the latest issue of the Justice Force in the lair, which was all about what happened to him, Casey and his siblings when they met them.

"Now_ that's _a satisfying ending." he remarked.

He closed the comic up, showing the front cover had himself on, as well as the Justice Force members.


	23. The Big Brawl Part 1

**A/N: Here's part 1 of the four-part season final: The Battle Nexus tournament.**

**Please read and review?**

* * *

Master Splinter walks down an ancient market square, filled with old Japanese huts and buildings.

_Splinter: The past is another country. They do things differently there._

He stops as he hears a noise, then looks around, before four black ninjas show up out of nowhere behind him.

_And yet, it seems that the past lives still..._

The ninjas all jump closer towards him, before he turns around, and then they charge at him with blades.

_..haunting us._

The ninjas stop and they and Splinter stare at each other.

"Ah!" he yells, jumping up and spinning around.

He kicks one in the chest and knocks it away, before landing on the ground. He ducks as another tries to slash him, before he kicks it in the chest, knocking it away.

_But we..._

A third comes up behind Splinter and kicks him in the back, knocking him away.

"Uh!" he moans, landing on his chest.

_..need not fear the past._

A large red dragon shows up, and wraps his tail around Splinter, picking him up and squeezing him tight. The dragon then rams him against a building with his tail.

"OH!" Splinter moans.

The dragon then slams him to the ground with his tail.

"Uh!" he moaned.

_It is the future we must fear._

Splinter tries to pull himself free, while the dragon glares and growls at him.

* * *

In the lair, the Turtles were all sitting on their knees, watching their father send kicks at a dummy. He then punched it four times, then did some fast kata moves, before he jumped up and dived down, kicking Raph's punching bag, knocking it right off its chain and in front of the Turtles.

"Whoa." they said, amazed.

Splinter pounced forward, pushed his hands against the floor, then landed on his feet, before somersaulting forward. He then landed near a large pile of bricks and chopped the top of them, before he somersaulted backwards, landing near his children. The bricks began to crack open from the bottom, before it moved up them all, and then they all split in half and fell to the floor.

Splinter bowed before the pile, before he turned and walked towards his walking stick, before picking it up. He then walked past his children, who all stood up and stared at him - Leo, Donnie and Cath on his right, Raph, Elisa and Mikey on his left. He then walked towards his room as the door opened up, and then it closed behind him.

"So, what's up with Master Splinter?" Mikey asked, something they all wondered.

Donnie scratched his head as Leo put his hand to his chin.

"You got me." Cath shrugged.

In his room, Splinter picked up a small blue blanket, then turned and walked towards a small table. He put the blanket on the table, then put some chalk, a scroll, an apple, and a small knife on the blanket, then he wrapped it up in a bindle.

Outside, his six children were all standing around the door, wondering what was going on.

"I don't get it." Donnie said. "Why was Master Splinter working out so hard?"

"He's been acting kinda whacko for a month now." Raph added.

"It's like he's preparing for a battle or something." Elisa noted.

The door opened up, then Master Splinter came out of it, carrying his bindle bag over his shoulder on his walking stick.

"My children, I will be leaving you for a few days." he explained. "While I am gone, I want you to be _extra _cautious. So do not leave the lair until I return. Leonardo, you are in charge."

He walked off past his children.

"You keep an eye on the others." he instructed.

"But, where are you going, Sensei?" Leo asked.

Splinter walked towards the lair entrance.

"Do not worry. I will return soon." he promised.

The door then closed behind him as he began walking down the tunnel.

"Again, I pose the question: What's up with Master Splinter?" Mikey wondered, turning to the others.

"I don't know." Leo said. "But, don't you guys remember; he went away like _this_ three years ago?"

"Yeah. But where?" Donnie wondered.

"This is sure one big mystery." Cath said.

"Just where could he be going that he wouldn't even _tell_ us?" Elisa wondered.

"Maybe he's got a girlfriend." Mikey suggested.

He laughed before Raph slapped him in the side of the head.

"Ow!" he complained, rubbing his head. "Hey?"

"There's _one_ way to find out what Master Splinter's up too; we follow him." Raph said.

"He said we're not suppose to leave the lair." Leo argued.

"He also said 'you need to keep an eye on us'." Raph reminded him. "So you keep an eye on _us_, while we keep an eye on _him_."

All but Leo and Elisa walked towards the door.

"Must be tough for you, being the eldest." Elisa said.

"Yeah." Leo sighed. "Come on."

They both ran after the others and out of the lair.

* * *

Later, in the city, Splinter walked down a alley that had a dead end. He stopped as he heard Leo, Cath and Mikey ran from one side of the entrance to the other. All six of his children then peeked out from both sides of the alley entrance, as Splinter took out some chalk from his kimono.

He turned around, but saw no one behind him, then he turned back to the wall at the end of the alley. He drew a circle with a small diamond in the middle on the wall, then drew a bent arrow going through the circle - the point aimed at the diamond. He then drew another small arrow near the circle, as his children all peeked out from behind the wall, and stared at him.

After drawing a bunch of symbols around the circle - including another three arrows going in it with the points aimed at the diamond - he backed away from the wall. He put his bindle down, and then put his hands together by his chest. He then began chanting in a weird language, making a puddle move in front of him, as his children kept watching.

The puddle then rose up and went over the drawings, creating a portal of some kind. He stopped chanting, picked up his bindle, and then walked into the portal, before it turned back into a portal.

"Okay, that was freaky." Mikey noted.

"Touché." Cath agreed.

The Turtles all approached the wall and then Mikey began to feel along it with his hands.

"It's rock soiled." he said, knocking on the wall.

"Yeah, like your head." Raph said, before he moved his hands along the wall.

The girls began to help.

"Maybe there's a door here or something." Donnie suggested, as he began to help.

"Either that or a secret passage." Cath deduced.

"You know, the chanting was familiar." Leo recalled. "But...the symbols, I've _never_ seen those before."

The others all turned to him.

"Then, it looks like Sensei's giving us the slip." Mikey deduced, leaning on the wall with his hand.

"Maybe, maybe not." Donnie said.

He put his duffel bag down and began going through it.

"Sensei also taught us, where there's a will - and some U.V. lighting - there's _always_ a way." he said, pulling out a U.V. torch.

He turned it on and turned around, showing the drawings on the wall.

"Nice going, Donnie." Leo commented, rubbing his hands. "You got any chalk in your bag of tricks?"

Cath searched the bag, and then pulled some out.

"Will this do?" she asked, turning to Leo.

"Prefect." Leo said.

Raph took the chalk from Cath, then began drawing the symbols on the wall.

"That oughta do it." he said, once he'd finished.

He turned to Leo as Donnie lowered the U.V. torch.

"Alright, Leo, give it a shot." Raph said.

"Here goes nothing." Leo gulped.

He put his hands to his chest and closed his eyes, and then began chanting the same words Splinter had said. The puddle rose up again and went over the symbols, creating the portal again.

"Did it work?" Leo asked, opening his eyes.

He gasped as they all stared at the portal.

"No way." he said.

"You know, maybe this isn't such a great idea after all." Mikey said, turning around.

Raph and Elisa grabbed his arms, and then threw him into the portal.

"Ah!" he yelped.

"Coming, guys?" Raph asked.

"See you on the other side." Elisa teased.

They both walked through the portal, as Leo, Donnie and Cath all stared at them. Donnie and Leo turned to each other, as Cath turned to them, then Leo turned to Cath, before they all walked through the portal, before it turned back into the puddle.

"AHHH!" the Turtles yelped, as they went flying down a waterfall.

A portal then opened up in front of Mikey, Raph and Elisa, before they all fell out.

"AHH!" they yelped.

They then all landed in a puddle.

"Oh!" they moaned.

Cath, Donnie and Leo all came out of the portal and hit the puddle.

"Uh!" they moaned, as the others sat up.

"Now where are we?" Leo wondered, as they all got up.

Raph, Elisa and Mikey walked out of the puddle and wiped the water off them.

"Defiantly not Earth." Donnie said, looking around. "But, if I had to guess, I'd say it's some sort of world between worlds. Between dimensions even. A Nexus."

"Yeah. You mean like some point of overlapping subspace commonality." Mikey said.

The others turned to him confused.

"Uh, you lost me." Elisa said, folding her arms.

"What? Donnie's not the _only_ Turtle that watches Star Trek, you know?" Mikey said.

A loud noise got their attention, making them turn as a portal opened up.

"Heads up, guys." Raph said, pulling out his Sais. "Another one of those doors is opening."

"I believe the term is 'portals'." Cath corrected.

Six stick like arrows shot out of the portal, then turned and shot right towards the ground.

The arrows hit the ground, as the other Turtles - expect Leo - took out their weapons. The arrows then separated slightly, bringing out arms and legs, and then three metal spikes showed up on their left shoulder.

"Hold on. Maybe they mean us _no_ harm." Leo reasoned.

The six stick warriors - called Gom-Tais - all brought out a small sickle.

"You were saying, fearless leader." Raph said, as Leo brought out his swords.

The six Gom-Tais then charged at the Turtles.

"We don't have time for this." Leo said.

"I don't think we have a choice!" Donnie argued.

"We'll just have to _make_ time!" Elisa realized.

One of the Gom-Tai's tried to slice Raph with its sickle, but missed as he ducked, making it slice a tree down.

"Man, those things are just a little sharp." Raph gasped.

He jumped up and flipped backwards through the air, as the Gom-Tai tried to slice him again.

"Yikes!" he yelped.

He landed on the ground, as the Gom-Tai spun around and kicked him in the belly, knocking him away.

"Uh!" he moaned.

Elisa dodged a slice from the second Gom-Tai, then blocked another with her Kamas, locking the weapons together.

"AHH!" she gritted.

She then pulled her Kamas back, and then back flipped and tried to kick it, but missed as it leaned back.

Donnie backed away from the third, then blocked a slash from its sickle with his Bo. He then blocked another, then blocked a third, before jumping backwards slightly while trying to hit it, but missed. He then sent another whack, but it blocked it with its sickle, then backed away as it tried to slash him.

Nearby, Mikey ducked as the fourth tried to slice him, then somersaulted forward as it tried again, landing on his feet. He then jumped away as it tried to whack him with his arm.

Cath dodged a slice from the fifth, then ducked to avoid another, before it kicked her in the belly, knocking her away.

"Oh!" she moaned.

Leo blocked the sixth's sickle with his swords, before he pulled them back, then ducked as it tried to slice him, but he blocked it with his swords. He then charged at it as it spun around, and then it sliced his swords in half with its sickle, making him turn around.

"My Katanas!" he gasped, as the top halves hit the ground.

He turned around and charged at the Gom-Tai, then he ducked and skidded on his shell, going through of the gap of its legs as it tried to slice him. He then turned around, spun around and jump spin kicked it in the back, knocking it down.

"Leo's got the right idea." Raph said. "Get in close on these bozos!"

He charged at the first Gom-Tai, then ducked and skidded beneath it as it tried to slice him, before he got up and grabbed its right leg.

"Timber!" he yelled.

He pulled his leg over him, making it topple over onto its chest.

Elisa ducked as the second tried to slice her, before she skidded on her shell, going through its legs, before she got up and turned to it.

"Have a nice a trip!" she yelled, as she butterfly kicked it in the back, knocking it onto its chest, before she landed on her feet. "See ya next fall."

Mikey wrapped one of his Nunchucks around the fourth's left forearm as it tried to slash him, then wrapped the other around it. He then skidded on his shell, going beneath its legs, getting behind it, while pulling it over onto its back.

Cath dodged a slice from the fifth, before she skidded beneath its legs on her shell as it tried again. She then turned around and wrapped her Tonfas around its right leg, before pulled them back, tripping it up onto its chest.

Donnie dived down towards the third while spinning his Bo around above him, before whacking it in the back of the head with his Bo.

"Hyah!" he shouted.

He landed on the ground, as it fell onto its knees, and then onto its chest.

Leo walked towards the top halves of his swords, and then fell to his knees sadly.

"Preliminary group match..." a voice said.

The Turtles all looked up, and saw the Gyoji hovering down towards them, while holding a flag with Japanese writing on, as well as the Ying-Yang symbol.

"..completed in 54.3 quallgons." Gyoji said, as Leo got up.

Elisa and Mikey then gathered behind Leo, as the Gyoji put the flag down.

"The Gom-Tai are eliminated from the competition." Gyoji announced.

The Gom-Tais all got up and gathered together, before they all faced and bow at the Turtles, confusing them.

"Now, if you Slontags will...?" Gyoji began.

"Slontags?" Donnie questioned.

"You...you talking to us?" Raph asked.

A noise made them all turn around, as another portal opened up behind them. Six large green creatures - which were the Slontags - wearing armour on their heads and shoulders, then came out of it, all carrying a sword, before they landed on the ground.

"Wait...wait a moment. This is _not _correct." Gyoji said. "There has been some mistake."

He flew down the gap between the Turtles and the Slontags.

"The Gom-Tai were to fight the Slontags, _not_ you Earthers." he explained, pointing at the Turtles.

Everyone looked at him confused, as Cath and Mikey put their weapons away.

"In fact, the _only_ Earther registered is Hamato Splinter." Gyoji explained, as Raph put his Sais away.

"Hamato Splinter?" Raph questioned, pointing at him.

"Master Splinter?!" Mikey said, scratching his head.

"Where is he?!" Leo demanded, holding one of his swords near Gyoji.

"You better tell us, Mister?!" Elisa warned angrily, holding her Kamas near him.

Mikey and Cath pulled them both back.

"This is _not_ as it should be." Gyoji said.

He moved over to the flag and the Gom-Tais, as the Slontages moved towards them.

"Now I must reschedule the match between the Gom-Tais and Slontags." he said.

He turned around, then spun his paddle around, before a large ball of water went over him, the Gom-Tais and the Slontags, making them all vanish.

"What the shell was that all about?" Mikey wondered.

"I don't know, and I don't care. The sooner we find Master Splinter, the sooner we can blow this popsicle stand!" Raph said, folding his arms.

"Yeah. This place is getting weirder by the second." Elisa noted.

* * *

Later, the six Turtles all began walking through a forest, passing a weird looking goat eating some grass.

"Well, at least the Gyoji is familiar." Donnie said.

"All I remember about the _Gogji_ is that he works for that creep, Ultimate Ninja!" Raph hissed.

"I bet Master Splinter has the 4-1-1 on all of_ this_." Mikey said.

"What makes you say that?" Cath asked.

"Well..." Mikey began.

Raph jumped onto a rock in a river, and then onto the other side of it.

"..he seemed to..." he went on, as Elisa followed Raph, followed by Donnie. "..know a whole lot more..."

Cath jumped onto the rock and then onto the other side of the river.

"..about what was going on with..." he continued, as Leo followed Cath. "..that Ultimate Ninja..."

He followed Leo onto the rock, and then onto the other side of the river.

"..business than he was telling." he finished.

"Man, if I see that Ultimate Ninja, I'm gonna-" Raph swore.

A noise cut him off, making him turn as they all stopped.

"..gonna... What the shell?!" Raph exclaimed.

They all looked down from a cliff, and saw Splinter landing on the ground, facing off against a large blue creature, with four arms, a long tail, and a yellow beard, and hair on his forearms. Splinter jumped up as the creature tried to punch him, making him miss.

"Sensei?!" Donnie and Cath gasped.

"Master Splinter?!" the others exclaimed.

The creature, who was called D'Jinn, tried to punch Splinter again, but missed as he jumped away to his left.

"Hang on, Sensei." Leo said, as the Turtles all jumped off the cliff. "We're coming!"

They all skidded down the slope, then began to run towards their father.

D'Jinn sent another punch at Splinter, but missed as he jumped up, then landed in front of D'Jinn as he turned around. Splinter then jumped away again to avoid another punch, then he turned backed away, before he turned and jumped off to avoid another one.

The Turtles all kept on running towards their father, when a forcefield came over them all, stopping them in their tracks.

"Whoa!/Ah!" they gasped.

A bright light shined in front of them, before Gyoji returned, staring at them.

"Battle Nexus rules clearly state that there can be _no interference_ between contestants." he said sternly.

Raph growled and punched the forcefield.

"Contestants?!" Elisa exclaimed, clutching her fists. "Just what is _this_ all about?!"

Splinter and D'Jinn stood on either side of a thin tree, then D'Jinn picked it up with all four of his arms, as Splinter jumped away to his right. D'Jinn then tried to whack Splinter with it, but missed as he jumped away, then D'Jinn tried to slam him with it, but missed as he jumped away again, but was then hit by the shockwave.

"UH!" Splinter moaned, hitting the ground on his side.

He rolled onto his chest, before he got up to his knees.

"Sensei!" Raph cried.

"Father!" Cath cried.

D'Jinn raised the tree over himself, then approached Splinter as he looked up at him.

The Turtles all gasped worriedly, as D'Jinn lowered the tree down to strike Splinter, but missed as he jumped out of the way. He somersaulted onto the tree, then flipped sideways to his left up it, before kicking D'Jinn twice in the chest.

"Uh!" D'Jinn moaned.

He dropped the tree as Splinter grabbed his beard, swinging back and forth on it, before he let go.

"Uh!" Splinter yelled.

He somersaulted forward before landing on the ground, before turning to D'Jinn. He took out his walking stick from his kimono, then dared D'Jinn to come at him, who then charged at him.

"AHH!" he growled.

He tried to squash Splinter with his upper arms, but missed as Splinter jumped away. He kicked his feet against a tree, then dived down and kicked D'Jinn twice in the beard, knocking him down onto his head, before he fell onto his chest and knocked over parts of two trees.

"Uh!" D'Jinn moaned, falling unconscious.

The Turtles looked shocked, before the forcefield around them all vanished.

"Way to go!" Mikey whooped, as they began running towards their father.

"Master Splinter!" Raph said.

"Sensei!" Elisa said.

"You're alright!" Cath and Donnie called.

"Master Splinter!" Leo said.

Splinter turned to his children, looking angry at them all.

"Where are we?" Donnie asked.

"What is this place?" Elisa asked.

"How did you get into this fight?" Leo asked.

"Who was that guy?" Mikey asked.

"You were suppose to stay at home, not follow me here!" Splinter said sternly. "Leonardo, I am very disappointed."

"I'm sorry, Sensei, but I just-" Leo stuttered.

"Don't blame Leo, Master Splinter. I...kinda...talked him into it." Raph said honestly.

A bright light came from the Turtles right, and then Gyoji returned, holding a flag like the one from earlier.

"Victory for Hamato Splinter of Dimension Third Earth." he announced, putting the flag down.

He rolled forward and vanished.

"This is _so _weird." Cath whispered to Elisa.

"Yep." Elisa agreed quietly.

D'Jinn got back up and groaned, getting everyone to turn to him.

"Protect Master Splinter!" Leo ordered, as the Turtles got in front of their father, all but him holding their weapons.

"No! NO! NOO!" Splinter snapped, pushing past Leo and Raph. "D'Jinn is _not_ an enemy."

"But you just battled him?!" Elisa argued.

Splinter ignored her as D'Jinn bowed before him on his knees, while laughing.

"Well fought, comrade." he said. "I had such high hopes of beating you."

"And you almost did, old friend." Splinter commented. "It was a most valiant contest. Domo arigato."

He bowed his head as the Turtles looked up at D'Jinn confused.

"You six should be honored to have one such as Splinter as your Sensei." he said. "He is something of a legend here."

"He is?" Donnie inquired.

"My woe-eyes hammer!" D'Jinn gasped, touching his head. "Do you mean he hasn't told you?!"

"Told us _what_?" Elisa asked, confused.

Splinter scratched his head in embarrassment, as D'Jinn laughed.

"Oh, this is rich! Too rich!" D'Jinn chuckled. "Please, allow me to tell you a story about your Sensei."

The six Turtles all smiled eagerly.

"I really rather you would not bother, old friend?" Splinter requested.

"It's no bother, comrade." D'Jinn assured. "Listen up, young ones. Down through the centuries and across the multiverse, the greatest warriors have always searched for great challenges."

**(Flashback)**

Beneath a large statue and surrounded by a moat, was a arena surrounded by ancient hut buildings.

_"And so it came to pass, that this place was born. A Nexus, where beings from a multitude of different worlds, could pit themselves against worthy challenges."_

In the area, eight warriors of different species all battled each other one-on-one.

_"The Battle Nexus Tournament, where a warrior can prove himself to be one of the mightiest, and most skilled martial artists all of creation."_

Two warriors locked their blades together, gritting their teeth as they moved slightly. One blocked a slash from his opponent with a staff, as a third tried to slash his opponent with a sword, but missed as he jumped up. Another sent a slash at his opponent with a club, but missed as he dodged, while another sent a whack at his opponent with two clubs, but missed as he jumped out of the way. Another growled while whacking a mallet at his opponent, but missed as he backed away.

The Daimyo stared at Hamato Yoshi, who stood before him, with rat Splinter on his shoulder.

_"You're Sensei's Sensei was..."_

The Daimyo put a leaf crown on Yoshi's head.

_"..once a Battle Nexus champion."_

Yoshi bowed as a crowd cheered nearby, then he patted Splinter on the head.

Years later, Splinter stands alongside more warriors in the arena.

_"And, not long after _that_, your master entered the competitions as well."_

The screen split in half, showing Splinter fighting a different opponent on each. On the left, he jumped up as his opponent tried to slice him with a blade, while on the right, he spun around and tripped the opponent up with his tail.

_"He surprised..."_

On the left, he kicked his opponent in the back, before flipping backwards onto the ground, before kicking the opponent in the chest.

_"..many with his courage..."_

On the left, he jumps away as his opponent tried to whack him with a mallet, while he backed away on the right.

_"..skill, and..."_

On the left, he dived towards and kicked the opponent in the chest, knocking him away. On the right he dodged as his opponent tried to punch him, before he landed on its back, knocking him down.

_"..honor."_

He then faced a large red dragon with green eyes called Drako.

_"But his successes..."_

Drako pounced towards Splinter, then tried to whack him with his tail, but missed as Splinter jumped up.

_"..led him to a..."_

Drako turned around and tried to claw at Splinter, but missed due to his height, and then tried to bite Splinter, but missed as he jumped away.

_"..final battle, with one of the fiercest of all the fighters: Drako."_

Droll spilled from Drako's mouth as he came towards Splinter, then tried to hit him with his tail, but missed as Splinter jumped up.

"AH!" Splinter groaned, as Drako wrapped his tail around him.

Drako then whacked Splinter onto the ground three times, before he retracted his tail. He then clawed Splinter across the back as he got up.

"UHH!" he moaned, falling onto his chest.

He pulled himself up, as Drako growled and spun around, picking Splinter up with his tail.

"UGH!" he moaned.

Drako pulled Splinter towards him, before whipping his tail forward, throwing Splinter away.

"AHHH!" he yelled, before crashing into a wall.

The crowd gasped as he fell onto his left side, breaking his left leg in the progress.

_"Poor Splinter."_

Splinter clutched his leg while flinching, as Drako stared at him.

_"His leg was broken in the battle."_

Splinter got up and clutched his left leg while standing on his right.

_"And it looked hopeless."_

Drako came closer to Splinter, when Gyoji appeared between them both, holding up his paddle.

_"The match was halted, and Splinter was given the chance to forfeit."_

"Uh!" Splinter groaned.

_"But, he would not."_

Splinter shook his head, then picked up some wood that had fallen from the wall, and put them on either side of his leg. Drako huffed with his arms folded, as Splinter tied the wood around his leg with a bandage.

_"He was allow to splint his leg, and continue the contest."_

Gyoji then vanished as the crowd cheered.

Drako growled while charging at Splinter, who flipped forward onto his hands, before pushing himself up. He somersaulted forward, then spun around and kicked Drako in the chest.

"Ah!" Drako growled.

Splinter began somersaulting around Drako, pushing his hands and feet against the ground.

_"I swear by Vonton's fist not even _I_..."_

Splinter pounced up and kicked Drako in the chest, knocking him back slightly while Splinter landed on the ground.

_"..believe it when he managed to triumph over Drako."_

Splinter jumped up and kicked Drako in the chest again, before he back flipped away.

_"Broken leg and all."_

Splinter landed on the ground, then jumped to his right as Drako fell onto his chest out cold. Splinter then bowed his head with his hands together, as the crowd cheered.

_"Truly, he was the best of the best that day."_

**(Flashback ends)**

The Turtles looked speechless by the story, how amazing it was. They all stared at D'Jinn as Splinter meditated on his knees nearby.

"Splinter was the new champion of the Big Brawl." D'Jinn explained.

"Wow." the Turtles said.

"Whoa." Mikey awed.

"Our Sensei, the greatest warrior of all the multiverse?" Leo questioned.

"It was nothing." Splinter assured.

"This is huge!" Mikey exclaimed.

"I won the competition, that is all." Splinter assured.

"It's like finding out your Dad is...Superman." Mikey said happily.

Elisa rolled her eyes before slapping him in the back of the head.

"Ow!" he moaned.

"Shut up, Mikey!" Elisa snarled.

"Ah, but wait, there's more." D'Jinn explained. "Dark deeds were afoot that day."

**(Flashback)**

Splinter walked through a market square, using a stick to help with his leg. An owl hooted in the distance as he turned left as he walked down the street, while a dark ninja with three spikes on the back of his arms and legs showed up behind a hut. He then ran off, followed by another, as Splinter limped along, before he stopped.

"Huh?" he muttered.

He looked around slightly, then his eyes widened as one of the Ninjas dived down towards him. It then tried to slice him with its blade, but he blocked it with his stick, before kicking the ninja away, knocking him down. The second then charged at him, as he gritted his teeth and backed away, then he jumped over it as it tried to hit him with its blade. He then back flipped, pushed his hands against the ground, and kicked it in the chest with both feet, knocking it down. He then turned, and saw two bolas flying towards him, then he tried to knock them away with his stick, but one wrapped around it, and the other around his chest.

"Uh!" he moaned, dropping his stick.

Two more Ninjas then showed up, then one charged at him with a blade, but missed as he jumped up, making it slice open the bola. Splinter then blocked a kick from the fourth with his hands, then dodged another kick, before it kicked him in his broken leg.

"AH!" he moaned, falling down.

The four ninjas then surrounded him as he grunted.

Nearby, a rabbit carrying a wooden water sap on his shoulders, walked down the market square, but then stopped.

"Huh?" he muttered, seeing what was happening.

Two of the ninjas turned to him, making him gasp slightly, before he frowned, seeing no honor in the battle.

"Hyah!" he shouted, tossing a bucket from the wooden water sap away, hitting a ninja in the chest, knocking it away.

He then tossed the other bucket away at the second ninja, but missed as it dodged. He then put one end of the wooden sap down, then jumped up and kicked the ninja away, before he somersaulted forward. He picked up the wooden sap and charged at Splinter and the other ninjas, then he jumped over the third as it tried to slash him with its blade, landing behind it. He then turned around, and used the wooden sap to block the third and fourth ninjas blades.

Splinter pulled himself up and turned to the rabbit, as one of the ninjas turned to him. He then charged at it, before Drako showed up, and wrapped his tail around Splinter.

"UHH!" Splinter moaned, as Drako helped him up.

"Ah!" the Rabbit gasped, turning to him.

He turned back and whacked a ninja in the chest with the wooden sap, knocking it back slightly, before he turned to Drako. He then got ready to hit Drako, who turned to him, and picked him up by the chest.

"Uh!" the rabbit moaned, as Drako slammed him into a pillar.

Splinter tried to break free from Drako's tail by pushing his hands against it, before Drako turned to him.

"Little rat!" he hissed. "You think yourself a champion?"

He moved his tail and whacked Splinter against a stall, and then against the ground.

"You think yourself my better?" Drako snarled, picking Splinter up. "Think again?!"

Drako roared loudly, then laughed as Splinter and the rabbit stared at him. He brought Splinter close to his mouth as drool came from it, when a blast hit him in the chest, making him let Splinter and the rabbit go. Another blast then hit him in the chest, knocking him down, before he saw it the Daimyo, who had fired them from his staff.

The Daimyo fired a third blast, hitting Drako in the chest, as Splinter and the rabbit moved towards him.

_"Splinter and the young rabbit Samurai..."_

The Daimyo turned and fired another blast, hitting the ground near a ninja, making it turn and run away.

_"..would've been destroyed, had..."_

The ninja ran towards the other three, as the Daimyo fired another blast, making them all scatter and run away as it hit the ground.

_"..the Daimyo not intervened."_

The Daimyo fired another blast at Drako, hitting his chest and knocking him down.

_"Using his mystical war staff..."_

Drako got up and retreated, as the Daimyo fired more blasts at him.

_"..until Drako fled like the coward he is."_

The Daimyo held his staff up as it glowed.

**(Flashback ends)**

"He has not been heard of since." D'Jinn explained.

"Wow. It's all so cool." Donnie said.

"And incredible." Cath agreed.

A bright light appeared behind the Turtles, making everyone turn to it, as a portal opened up. The Daimyo then stepped out from it as Splinter got to his feet, as Gyoji and two other warriors followed him.

"We are honoured by your return, Sensei." the Daimyo said, bowing his head.

"It is_ I_ who am honoured." Splinter assured, bowing.

"I cannot tell you what a pleasure it is to see my good friend in the ranks of gallant warriors." the Daimyo said. "And now, your children are here to compete."

The Turtles all smiled, expect the girls who looked confused.

"This is truly a _great_ day." the Daimyo said.

"They were suppose to stay at home." Splinter explained sternly.

Raph scratched his head embarrassingly, as Leo cleared his throat.

"Um..." Elisa stuttered.

"Noble Daimyo, the six Earthers were not registered _properly_." Gyoji explained. "However, they did win a match in the qualifying round."

"Excellent. Then by my decree, they _will _be entered into the contest." the Daimyo decreed, making the Turtles smile. "If you deem it acceptable, my friend."

Splinter turned to his children.

"Hmm? I thought perhaps, that they were_ not_ _ready_ to compete." he said, making their smiles drop. "But, perhaps fate is showing an _overprotective _father. That his children are growing up."

The Turtles all smiled.

"They may enter." Splinter said.

"Count me in." Mikey said.

"Me too." Elisa said eagerly.

"Same here." Raph said.

"Alright!" Cath said.

"You see that?" Donnie said.

"Yeah." Leo said.

"Now that _that _is happily settled, I have an _important_ point of honour that must be addressed..." the Daimyo explained.

His son, Ue-Sama, then showed up out of nowhere beside him.

"..by my son." the Daimyo said.

The Turtles gasped.

"What is this?!" Raph demanded, bringing out and twirling his Sais around. "Some kind of trick?!"

"No trick, I swear it." Ue-Sama assured, before bowing with his hands. "Honoured Sensei..."

He got onto his knees and bowed before Splinter.

"..I know that when_ last_ we met, I challenged Leonardo to a mortal duel. It was a _rash_ act." he admitted. "And I humbly apologize for my unwarranted actions against your family. I beg your forgiveness?"

Raph turned to his siblings.

"Look who's turned over a _new_ leaf?" he whispered, pointing at Ue-Sama.

"I'll believe that when I see it." Elisa said quietly.

"Your apology is most gracious. We accept." Splinter said, bowing his head.

Leo approached his father and Ue-Sama, who both turned to him.

"I'm sorry, Sensei but, I don't think I can compete." he said, showing his wrecked swords as Ue-Sama got up. "My swords, they were broken."

"Father, we must help him." Ue-Sama said, touching Leo's shoulder.

"Of course. We have an exemplary palace swordsmith." the Daimyo explained, holding up his staff, as it glowed blue. "Fear not."

The halves of Leo's swords all lit up, pulling them out of his hands.

"Ah!" he gasped.

"The Goyji will see to it that your swords are _repaired _and brought to you." the Daimyo assured.

The halves of the swords hovered towards Goyji.

"As you wish, my lord." he said, waving his paddle.

He and the sword pieces then vanished.

"Come." the Daimyo said, raising his staff as it lit up. "The next stage of the tournament is about to begin."

The light grew brighter from his staff, before they all vanished.

* * *

They all then reappeared in the Daimyo's stand above the arena, where down below, everyone cheered - the other warriors who'd arrived to take part it inside the arena, the watchers in the stands.

"Raw! Raw! Raw!" the warriors yelled. "Raw! Raw! Raw! Raw! Raw!"

A horn blew, as the Daimyo looked down at the arena, holding up his staff.

"Warriors, you have traveled from the multitude of diverse universes, and I bid you welcome to the Battle Nexus Tournament!" he announced.

The crowd all cheered.

"To those who have fallen in battle, I salute your bravery and courage." the Daimyo said.

The warriors already eliminated all bowed their heads.

"And to those who have passed the preliminary round, I say congratulations!" the Daimyo said. "And brace yourselves for the combat to come, for now is the time. Let the next round of the Battle Nexus Tournament begin!"

He raised his staff as it lit up, sending fireworks up at the sky.

The Turtles all approached the edge of the stand, then looked down at the other warriors. As they did, Leo spotted a familiar dinosaur alien among them, who did his species salute upon seeing them.

"Traximus!" Leo gasped.

"Let me see?" Raph asked.

"No way?!" Elisa said.

"Oh, wow." Donnie awed.

"Cool." Mikey said.

Cath then spotted a few more familiar figures down below, but only she and Donnie had seen them before.

"Don, look?" she said, getting Donnie to look down as she pointed at the figures. "Do those guys look familiar?"

Donnie looked down, and saw two of the warriors from the imaginary world they gone to with Kirby - the one with the shield and the one with the hammer.

"Well, I'll be..." he said amazed. "Do you think they know if Kirby's okay?"

"I hope so." Cath muttered sadly. "I still feel upset about what happened back then."

Ue-Sama then approached them all.

"Please, my friends. Allow me to escort you to your next arena?" he offered.

* * *

Later, he lead the Turtles down a hallway, which was full of statues of the previous champions, including Splinter and Master Yoshi.

"As you see around you, this is the pavilion of past champions." Ue-Sama explained. "Something of a hall of fame. Here are two statues that may interest you"

He stopped near them, as the Turtles approached hem, and saw they were Splinter's and Yoshi's.

"Whoa." Leo said.

"Awesome." Donnie said.

"Amazing." Cath said.

"Imagine, our Sensei and his Sensei have statues in the hall of fame." Mikey said.

"Come, we must go." Ue-Sama said.

He turned around and walked off, then the Turtles began to follow, expect Leo.

"Guys, if it would be alright, I'd like to stay here a minute." he said, getting them to turn to him. "I'll catch up later."

"Remember, Leo, don't touch anything." Mikey said.

"You break it, you brought it, bro." Raph joked.

"Go on." Leo said. "I'll be right behind you."

"See you, Leo." Cath said, waving as they all turned around.

They all walked off, as Leo turned back to the two statues, then put his hands together and bowed before Yoshi's with his eyes closed.

"I noticed there's hardly any girl champions back there." Elisa whispered to Cath, as they left the room.

"You think if one of us wins, we might be the_ first_ female champion?" Cath asked quietly.

"Who knows?" Elisa shrugged. "We might have to come back and check later."

As Leo kept bowing before Yoshi's statue, a dark ninja - like the one that ambushed Splinter with Drako - came out of a statue behind him, carrying a crossbow. It turned left, as two more ninjas came out of two of the statues, then they all quietly jumped behind another, right behind Leo. The one with the crossbow - hanging onto the statue's arm, then aimed it at Leo, ready to fire and strike him dishonourably.


	24. The Big Brawl Part 2

**A/N: I've had to remove two of the actual competitors in the tournament in order to put Elisa and Cath in, so sorry if one you like is not in this version.**

**Please read and review?**

* * *

Master Splinter walks out of the lair as the door closes behind him.

_Leo: Note to self: when..._

All but Leo and Elisa run off.

_..Master Splinter tells you not to leave the lair..._

Leo and Elisa follow the others.

All six Turtles peek from either side of an alley and stare at their fathr.

_..don't leave the lair._

Splinter approaches a portal entrance while carrying a bindle on his shoulder.

_Also, do not, repeat, do not follow Master Splinter..._

Splinter enters the portal and vanishes.

_..through an interdimensional portal to..._

Leo, Cath and Donnie all walk through the portal.

_..a nexus between multiple worlds._

Mikey, Raph and Elisa all fall out through another portal.

"AHH!" they yelp.

They then all landed in a puddle.

"Oh!" they moan.

Cath, Donnie and Leo all came out of the portal and hit the puddle.

"Uh!" they moan, as the others sat up.

The six of them look around at the Battle Nexus.

_But, if for some dumb reason you have done all that..._

The Turtles stare at the Gom-Tais as they charge at them.

_..whatever you do, don't accidentally..._

Leo blocked one's sickle with his swords, before he pulls them back, then ducks as it tries to slice him, but he blocks it with his swords.

_..enter into the Battle Nexus Tournament..._

Raph charges at another, then skids beneath its legs as it tries to slice him.

..a competition of...

He grabs its right leg and pulls it over, making it topple over onto its chest.

_..the multiverse's most skilled and lethal warriors. _

Ue-Sama led the Turtles down a hallway of statues of the past champions, including Splinter and Master Yoshi.

_And finally, if all that does happen, make..._

Leo stops and stares at Yoshi's statue.

_..sure you don't spend any time in the Pavilion of the Past Champions alone._

Leo bows before the statue, as three dark ninjas comes out of a statue behind him. One then aims a crossbow right at Leo's back.

_Trust me on this one. It may just cost you your life._

* * *

In the area, the warriors taking part in the tournament - expect Leo - all looked up at the Daimyo, along with Ue-Sama.

"Warriors who seek to become Battle Nexus Champion, prepare yourselves!" he ordered.

The warriors all cheered and roared - expect for Splinter and the Turtles, who stood with Ue-Sama.

"Hey, guys, it is Traximus." Raph said, pointing at their old friend. "That gladiator from the Triceraton Homeworlds."

"I wonder how he got here?" Elisa wondered.

"You got me, sis." Cath shrugged.

"Imagine Traximus being here." Mikey said, turning to the others. "This place just gets wilder and wilder."

"Where is Leonardo?" Splinter wondered, turning around. "The tournament will start soon."

"Do not worry, Splinter-Sensei." Ue-Sama said. "I am sure Leonardo will be along any moment now."

* * *

In the hallway of statues, Leo kept himself bowed before Yoshi's statue, as the dark ninja kept his crossbow aimed at him. Leo suddenly opened his eyes as the ninja fired the arrow, then turned around and deflected it with his forearm, hitting Yoshi's statue in the chest.

"Sorry, Master Yoshi." Leo said, turning to it.

He turned back around as the ninja jumped down from behind the statue, then fried more arrows from its crossbow. Leo jumped to his left to avoid the first few, then he turned right and deflected them with his forearms, before he caught one with his hand.

The ninja turned around and jumped up, grabbing onto a flag, which he used to swing up onto a balcony boardwalk. He then jumped from it and attached himself to the ceiling, before he turned and threw a bunch of Shurikens at Leo.

"Uh-oh!" he gasped.

He turned left and somersaulted forward, managing to avoid the Shurikens, before he landed on his feet. Another ninja came up behind him and whacked him in the shell with a staff like he was a baseball.

"Ah!" Leo moaned.

He went flying towards a bench full of weapons, landing just in front of them as he turned around. He panted as he looked around, but couldn't see any sign of the ninjas.

"Okay...where did everybody go?" he wondered.

He picked up a spear from behind him, then held it up, when a whip wrapped itself around his left forearm.

"What?!" Leo exclaimed, looking at it.

Two ninjas stood in front of him, then one pulled on the whip, pulling Leo towards them. He spun around through the air and kicked the first one away, then tried to hit the other with the spear, but it blocked it with a metal staff.

A third ninja climbed down a wall behind him, then threw a Shuriken at him, as Leo pushed his spear down, trying to slice the second ninja, but missed as it backed away. He held the spear up, when the Shuriken went right through it, slicing it in half, shocking him, before a fourth came over and kicked the wooden half away. Leo then kicked it in the chest slightly, before it back flipped away.

He blocked the second's staff with the top end of the spear - which he still had - before the fourth pounced forward and kicked him as he turned around, sending him flying away.

"AHHH!" Leo yelled, before hitting the wall. "Uh!"

He fell to his knees, as the first ninja returned and stood in front of a statue, aiming its crossbow at Leo. Leo groaned as he looked up, when a sword suddenly sliced the crossbow from above, shocking the ninja as he fell forward. The others all turned around, and saw a rabbit samurai holding a sword - with another in a holder on his belt - standing above them.

"You fight without honor, Assassin!" the rabbit frowned.

He jumped down and landed in front of the statue, as the ninjas separated and ran off. They then all climbed up the walls and vanished. The rabbit put his sword away, then turned and walked towards Leo.

"Are you alright, warrior?" he asked, helping Leo up.

"Thanks for saving my shell." Leo said, touching his head.

"You are welcome, Kappa." the rabbit said, bowing.

"I am Leonardo, and I am in your debt." Leo said, bowing.

"I am Miyamoto Usagi." the rabbit explained, bowing. "A Ronan and a competitor in the Battle Nexus Tournament. I was passing by when I say you set upon by those dishonorable assassins."

"Lucky for me." Leo said.

"Luck has very little to do with it." Usagi assured. "It is about skill and control of your energies. Your mind and your weapon must be as _one _or you will certainly perish."

"Yeah, I know." Leo said embarrassed. "My Sensei is always telling me the same thing. Any other advice?"

"Yes; duck." Usagi said.

Leo gasped as a Shuriken came flying towards him, then he ducked as Usagi brought out both his swords, then jumped up and knocked it away. He landed and looked up as Leo got up, then more of the ninjas jumped down from the support beams above them. One then threw a bunch of Shurikens at Leo and Usagi, the latter of which dived forward, while the former picked up a shield and used it to deflect the Shurikens.

He then tossed the shield away like a frisbee, hitting the ninja in the chest, knocking it off the support beam.

"Who are these guys?!" Leo wondered loudly.

Usagi ran past a ninja, then spun around and kicked it in the chest, while blocking another's staff with his sword. He then blocked a slash from its staff with both his swords, before kicking it away. A third then came up behind him and tried to whip him, but he turned around and kicked it away before it could.

Leo picked up a pair of Tonfas from a holder, then jumped up and dived down towards a ninja. He then charged and tried to hit it, but missed as it dodged, making him hit a wall. He turned around and tried to whack it with both Tonfas, but it dodged the first and blocked the other with his forearm, then it blocked a whack from the first with its other forearm.

Usagi blocked one's staff - which was covered in tiny spikes - with his swords, then he pulled them back while gritting his teeth, before they circled each other. They both glared at each other, before it charged as he dived forward.

"AHH!" Usagi yelled.

He dived past the ninja as they both slashed each other's weapons, then they turned to each other and slashed each other's weapons again.

Leo spun his Tonfas around, then charged and tried to hit a ninja with one, but it blocked it with its forearm. It then blocked a whack from the other with its other forearm, then he dodged another swipe from the first, before Leo tackled it in both legs, tripping it up onto its back. He then tried to hit it with both Tonfas, but it grabbed both his forearms, and then whacked him in the head with a tail on its head, knocking him back.

The ninja then got up, dived towards Leo and kicked him in the chest, knocking him away.

"Ah!" he moaned, hitting a podium.

The ninja picked up a sword and approached Leo.

"Huh?" he gasped.

The ninja raised the sword over his head, ready to strike. Leo looked around, and saw a helmet on the podium, which he then took as the ninja prepared to strike him, making it hit the helmet. He then kicked the ninja away, then whacked it away with the helmet, but then he gasped upon seeing it looked like the Shredder's, causing him to throw it away.

Usagi jumped up and split kicked two ninjas as they charged at him, knocking them down near a wall. He held up his sword as they got up, then they both turned around and ran off. All the ninjas then ran up a wall as Leo and Usagi stared at them, and then Usagi put his sword away.

"They are gone." he said. "Vanished."

He and Leo turned to each other.

"Again, thank you for your help, samurai." Leo said.

"Do not thank me _yet_, warrior." Leo said. "Fate may pit us _against_ each other in the tournament."

"I have to tell you Usagi-san, the way you fight, I'd rather _not_ go against up you if I can help it." Leo admitted.

Usagi laughed. "The feeling is mutual." he said, bowing. "You seemed to have trouble with using those Tonfas back there."

"That's my sister Cath's weapon." Leo explained. "I more of a sword wielder like yourself."

Just then, the Gyoji arrived, making them both turn to him, as he held Leo's swords.

"Master Leonardo, your swords have been repaired." he explained, as Leo took them. "I trust you will find them worthy."

Leo smiled as he held up his swords.

"Thank you." he said, bowing.

"You two must hurry." Gyoji advised, as he turned around. "The next stage of the Battle Nexus Tournament is about to begin."

* * *

Later, both Leo and Usagi walked towards the arena, then stood on the walkway leading into it, staring at the other competitors.

"Good luck, Leonardo-san." Usagi said, as they turned to each other.

"And to you, samurai." Leo said, as they both bowed.

They both walked into the arena, then Leo walked over to his family, as Usagi walked past other competitors. He then stopped near a rhino in a samurai attire called Murakami Gennosuke, or Gen for short, munching on some popcorn, before he turned to him.

"Ah, Gennosuke." Usagi said, bowing. "I am surprised to see you here."

"Why is that?" Gen asked.

"I did not think you went in for contests of honor." Usagi answered honestly.

"Honor?" Gen laughed. "No. I'm _not _in it for honor."

He put his popcorn away.

"I'm in it for the _money_. Just between you and me, I've placed a huge wager on myself to win" he explained, wrapping his arm around Usagi. "I can let you in on the _action_ if you want? It's a sweet deal. You could clean up."

"No...thank you." Usagi said kindly. "But good luck. Or should I say 'Good fortune', with your wager'? You will _never_ chance, Gen-Jan."

He walked off and shook his head.

"Why would I?" Gen inquired. "You don't change perfection."

Leo approached his family and Ue-Sama, who all turned to him.

"Yo, Leo, I thought you weren't gonna show." Raph said.

"What took you, bro?" Donnie asked.

"Yeah, care to explain?" Elisa asked.

"I ran into trouble in the Pavilion of the Past Champions. I got attacked." Leo explained.

"Attack?!" Ue-Sama gasped. "Are you alright?"

"I'll survive." Leo assured.

"This is terrible." Ue-Sama said. "I will look into the matter at once."

He bowed before the family, then Splinter bowed back, before he turned around and walked off. Splinter then turned to his children as a horn blew, making the crowd cheer.

"The time has come." he explained. "Be brave, my children, and more importantly, be careful."

The Daimyo rang a gong with his staff as he sat down and looked at the arena, making the crowd cheer.

"Let the contest begin!" he declared, raising his staff above him.

Blue lighting came out of it, which he then shot down towards the arena, making a large circle all around the competitors light up. It then lowered itself down into the ground, then a metal line came up on either side of two competitors.

"Ah!" Raph gasped.

"Huh?" Elisa muttered.

"Ah!" Leo gasped.

After the arena was divided into sixteen sections, it became clear who was facing who for this round.

"Okay..." Mikey said.

He turned to his opponent, who was a blue alien with purple fur along half his body - his left leg, right arm and right side of his head and chest - called Tjaluk.

"Uh..." Mikey laughed nervously. "Looks like it's just you and me."

"Warriors, first tier, begin!" the Daimyo announced.

"Ah!" Mikey screamed, as Tjaluk charged at him. "AHHH!"

He then jumped up as Tjaluk tried to slice him with his blade, before he back flipped and landed in front of Tjaluk. He brought out his Nunchucks, and then they began to circle each other in the ring.

Cath stared at her opponent, which was bug like samurai with two tentacles sticking out of its back, with a pincer on each end, and he also wore a small basket over his face, while also carrying a staff. His name was Albert, who then tried to stab Cath with his staff, but missed as she dodged, and then she back flipped away to avoid a whack from him, while bringing out her Tonfas.

"Not how I thought my first opponent would be." she smirked.

Splinter kept his eyes closed, as his opponent - who had orange skin, armour along his legs, chest and right arm - who was called Wolf, charged at him with a spikey mace. Splinter dodged to his left as Wolf tried to whack him, then ducked as Wolf tried again, and then dodged right as Wolf tried again.

Raph and his opponent - who had blue hair, tanned skin and carrying a pair of rings - called Rings, both circled each other. Rings then pounced forward and tried to hit Raph, but he blocked his Ring with his Sais, then he blocked another three attacks from the rings with them while backing away. He then tried to slice Rings, but missed as he back flipped away, landing crouched down, and then he separated both his rings in half, creating four.

Elisa spun her Kamas around while glaring at her opponent - who had his left hand missing, small orange hair and matching beard, with blue skin, armour along his legs and left shoulder - called Zat. He charged at her while carrying a sword, then tried to hit her with it, but she blocked it with her Kamas, but then she pulled back, and then rolled forward past him as he tried to slice her.

A bulky alien called Fly - who had yellow hair along his back, while wearing a brown rag around him, with drool coming from his mouth, while a chain hung out from his back - was knocked to the edge of his area. He got up and stared at his opponent - who was an Aquatic being with tentacles along the back of his head, while wearing armour along his whole body, expect his arms - called Jewel Gauntlet, who raised his fists and punched them together as he roared.

Fly tossed the end of his chain at Jewel Gauntlet, who then caught it easily, shocking Fly.

"Huh?" he gasped.

Jewel Gauntlet pulled Fly towards him on the chain.

In the next area, Usagi stared at an alien with four legs and a long belly, while only having one eye, and a mouth on his chest near his arms called Sickle. Sickle held up a duel-bladed sickle weapon as Usagi bowed, before opening his eye. He then brought out a sword as Sickle tried to hit him with his sickle, but blocked it with his sword.

"UHH!" Usagi gritted.

Gen charged at his opponent, who had yellow skin, while wearing armour on his feet and right shoulder. He also held an dagger in his left hand, while holding a claw in his right, while his name was Clawed. They both dived towards each other, then Gen blocked Clawed's dagger with his sword, then blocked another two while diving past him.

Donnie - who was facing a wooden creature called Staff - used his Bo to block a strike from Staff's Setsukon, then blocked another three whacks from it. He then sent a whack at Staff, but missed as he dodged, before Staff whacked him in the shell, knocking him forward.

"Uh!" Donnie moaned.

He turned around and charged at staff.

The crowd cheered as each battle kept commencing.

The Warrior with the hammer was knocked against a wall by a purple and green skinned alien with small yellow hair called Kluh.

"Ah!" the warrior gasped.

Kluh tried to stab him with his lance, but missed and went through the wall, then he growled as he turned to the warrior, who blocked a slash from his lance with his hammer. The warrior gasped while trying to hit Kluh a few times with his hammer, but missed and hit his axe every time.

Cath backed away as Albert jumped and dived to kick her, but missed as she rolled forward. She then turned and tried to whack him with her Tonfas, but missed as he side jumped to his right, then side jumped to his left. They then turned to each other, then Albert tried to pounce on Cath, but she bent back onto her shell, and then kicked him with both feet, sending him flying into the corner of the area.

"Uh!" he moaned.

Cath got up and turned to him, before he vanished.

"Huh?" Cath muttered, confused.

She then heard the crowd whoop and cheer, telling her her fight was over...for now.

Up in a place near the stands, two healers looked down at the arena, before Albert showed up between them, clutching his arm. They then both led him away, as they were in an infirmary for the competitors knocked out.

A fish like creature holding a staff called Lajatang charged at a muscular being - whose left side of his chest and arm were white with brown pieces all over, while the rest of him looked normal - called Krall. Lajatang tried to stab Krall, but missed as he dodged to his right, then tried again, but Krall dodged again, and then wrapped his arms around him, squeezing him tight.

"AHHH!" Lajatang moaned.

He then vanished from Krall's arms, making him the winner as he cheered.

Lajatang reappeared in the infirmary, as a healer approached him while he panted, but then he shook his head.

Leo - who faced a purple alien with long claws on his hands called Kwan - blocked a claw from him with his sword, then blocked the other claw with the other. He then blocked a third with both swords, then he jumped up and over Kwan as he tried to slash him, landing behind him. He then jumped up again, did several back flips in the air, before he dived down and kicked Kwan in the chest, knocking him down and out, before he vanished as Leo landed on the ground.

Splinter jumped up and kicked Wolf's mace out of his hand, making it clank as it hit the ground, as Splinter landed in front of Wolf.

"AH!" Wolf growled.

Splinter pounced forward, then pushed his hands against the ground, before kicking Wolf repeatedly with his feet. He then fell down onto his feet, as Wolf fell down onto his back, and then vanished.

Traximus - who fought a being covered in armour expect for his arms and legs called Hook - blocked two swords with his axe, locking them together.

"UHH!" Traximus grunted.

He spun around and tripped Hook up with his tail, sending him flying into a wall. Traximus then charged at him to finish him off, before he vanished just before Traximus could.

"AGHH!" Traximus yelled.

An large purple Octopus with one eye lifted up a monster called Two-Heads - who resembled a small two headed dragon - up with his tentacles, before throwing him away.

"Oh!" the crowd gasped.

Two-Heads hit a wall hard, before he vanished.

Clawed and Gen both charged at each other, and then slashed each other while running past each other. They both stood still, before Clawed moaned and fell forward, before he vanished.

Wolf and Kwan sat beside each other in the infirmary, when Clawed showed up in front of them both.

In one area, a fat pig alien called Gorath, wearing caveman clothes with spikes along his back, dodged a slash from a spear held by a alien ninja called Sjang Sutai. In the next one, Fly spun his chain around as Jewel Gauntlet came at him.

In the next one, Raph tried to hit Rings, but he blocked it with one of his rings. He then tried again, but Rings blocked again, who then jumped back, and tossed two rings at Raph like frisbees. Raph knocked the first aside as he charged at Rings, then dodged the second, before locking one of his Sai's with one of Rings' ring's. They both pulled their weapons back, then Raph pun around and blocked both Rings' Rings with his Sais, before jumping up.

He landed behind Rings, who turned around as he spun around and kicked him in the face, making him drop his rings. Raph then spun his left Sai around while holding it up.

"Say goodnight, Ring-boy." Raph smirked.

Rings vanished right before Raph could stab him in the chest.

Usagi backed away from Sickle, but blocked Sickle's sickle with his sword while pulling it down. He then jumped up to slice Sickle, but Sickle vanished before he could, and then he landed crouched down.

Sickle reappeared in the infirmary, looking around confused.

Mikey crossed his arms over while spinning his Nunchucks, and staring at Tjaluk.

"Hey, Fuzzy, what say we call this a draw..?" Mikey asked, twisting his body slightly.

He held his left hand behind him, and his right in front of him, as Tjaluk stared at him.

"..and I'll spring for the other half of that haircut?" Mikey teased.

Tjaluk growled and charged at him, then tried to slice him with his sword, but missed as Mikey dodged.

"Where's your sense of humor?" Mikey asked.

Tjaluk turned around and kicked him in the chest.

"Ah!" he moaned.

He then ducked as Tjaluk tried to slice him, then jumped up as he tried again, landing crouched down behind him. Tjaluk turned around as Mikey whacked him in the face with both Nunchucks, sending him down onto his back, then he flipped up and hit his chest against a wall. He then vanished as Mikey put his Nunchucks away, and then he blew kisses at the crowd.

Donnie tried to whack Staff, who blocked it with his Setsukon, then Staff spun around to whack him with his Setsukon, but he blocked it with his Bo. Donnie then tired to whack him, but missed as he ducked, before he hit Donnie in the chest with his knee, and then whacked him in the shell with his Setsukon.

"AH!" Donnie moaned, falling onto his chest. "Uh!"

He turned to Staff, who spun his Setsukon above him.

"Oh, shell?" Donnie gulped.

He then vanished before Staff could whack him with his Setsukon.

Donnie reappeared in the infirmary, looking confused.

"What happened?" he asked.

"You have been defeated in the great tournament." a healer explained, approaching him.

"I don't believe it? I'm the _first _Turtle eliminated." Donnie said, pulling his arm back as the healer looked at it. "The guys won't _ever_ let me live this down."

Elisa dodged a slice from Zat's sword, then blocked another with her Kamas, locking their weapons together.

"UHH!" Elisa grunted.

She pulled her Kamas back, then tried to slice Zat with them, but missed as he dodged, and then he spun around and kicked her in the shell, sending her flying into a wall.

"OH!" she moaned, before falling to the floor.

She looked up as Zat charged at her with his sword raised, before she vanished.

Elisa reappeared in the infirmary, looking confused as Donnie approached her.

"Huh?" she muttered.

"You too, Ellie?" Donnie asked.

"What happened?" Elisa asked.

"We've been knocked out of the tournament." Donnie explained.

"What?!" Elisa exclaimed. "Oh, Cath's _never _gonna let me hear the end of this! Me not making it past round 1!"

A horn then blew, making them both run to the window of the infirmary, and they saw that the round was over. The walls came down the remaining sixteen competitors - Splinter, Leo, Cath, Raph, Mikey, Usagi, Gen, Traximus, Zat, Staff, Krall, the Octopus, Gorath, Fly, Kluth, and a female alien with a gauntlet over her right arm called Ia, who had fought the warrior with the shield.

"Champions, I commend you on your victories thus far." the Daimyo said. "And now, prepare yourselves. The next round..."

A small bubble rose up from the center of the arena.

"..tier 2!"

The bubble grew larger and larger, until it engulfed all sixteen competitors. The crowd cheered as the competitors vanished from the arena, followed by the bubble.

* * *

In a dark room, Ue-Sama watched the tournament from a holographic bubble image, when three of the dark ninjas climbed down a wall behind him. They all then jumped down to the floor, then ran towards him and bowed on their knees.

"You have failed me." Ue-Sama hissed. "Leonardo still lives!"

He clutched his fist, as the middle ninja looked up at him.

"Forgive us, young Lord?" it asked. "We will_ not_ fail you again."

"Good." Ue-Sama said, turning around. "Because _next_ time, the price for failure will be your _lives_!"

He turned away and folded his arms.

"The task ahead is very grave. I can afford no further blunders." he snarled. "Prepare yourselves and your brothers. Now be gone!"

The three ninjas crawled away in disgrace, then got up, turned around and jumped up, and then began climbing up into the shadows. Ue-Sama stared at them all, as a cloaked figure approached him from behind.

"Perhaps the destruction of Leonardo is premature, my lord." it said, getting Ue-Sama's attention. "Should you not_ first_ secure the throne?"

"You dare question me?!" Ue-Sama exclaimed. "Do not forget your place, Councilor."

"Yes, my lord." the figure said. "I'm only trying to serve you. And as your councilor, I must advise patience."

"More patience?!" Ue-Sama exclaimed.

He chopped the bubble up, dissolving it into water that went into a fountain beneath it.

"I have suffered _enough_ in the name of patience. I have bowed before them." he snarled, looking at his reflection in the water. "I have begged _their_ forgiveness as my father wished."

He turned back to the figure.

"But now, _my time_ has come. I will take the throne from my father, and I will become the Supreme Daimyo of the Battle Nexus." he declared. "And, I will make the Turtles and their rat Master pay for their insolence to me, with their lives."

* * *

In the arena, the Daimyo raised his staff up.

"Tier 2, begin!" he declared.

The crowd cheered as a horn blew, then the circle in the arena lowered itself again. This time, it divided into eight sections, and then the competitors began to rise up - two pre section.

In one, was Leo and Usagi, in another was Mikey and Splinter, while Raph was paired with Traximus, and Cath was paired with Staff. Zat was paired with Fly, Ia was paired with Krall - who now held a mallet - Gen was paired with the Octopus, and Kluh was paired with Gorath.

The crowd cheered, before the Daimyo rang the gong.

Ia held up a staff, then dodged as Krall tried to hit her with his mallet, then she sent a slash at him, but he blocked it, followed by another one, and then she ducked to avoid another whack from him.

Cath spun her Tonfas around while glaring at Staff, who spun both ends his Setsukon around. Cath then blocked a whack from his Setsukon with her right Tonfa, then she dodged a whack from it, before back flipping away.

"That all you got, stickman!" she joked.

She jumped forward and sent a fly kick at him repeatedly, but missed as he backed away. She then jumped up and corkscrew kicked him in the chest, sending him flying into a wall.

"Uh!" he moaned.

Cath landed crouched down, just before he vanished.

"Well, that easy." Cath said, rubbing her hands.

Donnie and Elisa turned to each other in the infirmary.

"Cath beat the guy that beat me in less than 3 minutes." Donnie said. "Now I'm even _more _embarrassed."

"Maybe one of the guys'll kick the guy that knocked me out." Elisa assured, touching his shoulder. "Probably in a longer time though."

Zat knocked Fly's chain away with his sword, then they both began to circle each other.

"Um, Master Splinter..." Mikey said, turning to Splinter while scratching his head. "..are you gonna kick my shell now?"

Splinter looked up as the crowd cheered.

"Do you hear the crowd, my son?" he asked.

The crowd cheered as the rest of the fights kept commencing.

"Do I?" Mikey inquired, holding his hand near his ear area. "It's been pretty cool fighting like_ this_. Out in the open, having everybody love us for it."

"Yes. This year it is _your_ competition, not _mine_." Splinter said, before he got to his knees in a mediating position. "When my children fight with honor, they honor they're Master."

Mikey looked at his father, when Gyoji showed up between them.

"You must deliver a finishing blow to _end_ the match." Gyoji explained.

Mikey brought out one of his Nunchuck's, then approached Splinter.

"Master Splinter...I...I..." he stuttered.

He held his Nunchuck up, then rested half of it on Splinter's shoulder.

"Thanks, Sensei." Mikey said.

Gyoji pointed his paddle at Splinter, who then vanished, as Mikey bowed before him.

Splinter reappeared beside the Daimyo, before they turned to each other.

"Ah, Splinter-San, I see the Master of Ninjutsu _lost_ to the Father in you." the Daimyo said.

"Yes, I suppose so." Splinter said, slightly embarrassed. "It is just that, if my children can win, I do not wish to stand in their way."

Raph held his Sais together, then spun them around while staring at Traximus.

"I'm kinda sad to have to be the one knock you out of the tournament, Traximus." Raph admitted, holding his left Sai down over him, and his right above him.

"I think perhaps you're mistaken, Raphael." Traximus smirked, charging at him. "I feel sorry to be the one to have to knock _you_ out of the tournament."

Raph ducked as Traximus tried to slice him with his axe, who then backed away as Raph spun around and tried to stab him.

"Uh!" Traximus grunted, hitting Raph in the chest with the butt of his axe.

"AH!" Raph moaned, hitting the ground on his shell.

"Stay down, little one, or you may get hurt." Traximus warned.

Raph pulled himself up to his feet.

"Thanks for the advice, Trax!" he bellowed. "But you better take it _yourself_!"

He charged at Traximus, then tried to slice him, but missed as Traximus dodged.

Zat and Fly both stared at each other, then Fly spun his chain around above him, and then threw it at Zat, which wrapped around his sword. Zat however, then spun around and sliced the chain in half, shocking Fly, before Zat kicked him in the face, sending him flying before he vanished.

Leo and Usagi both stared at each other.

"It's just like you said, Usagi-San." Leo said, as they circled each other. "We have to fight each other."

"Fate often has such a rise sense of humor." Usagi said, before he stopped and pulled out one of his swords. "Come. Let us fight as friends and may the best swordsman win?!"

Leo brought out both his swords, and then got ready to fight. They both glared at each other, before Usagi charged at Leo, who charged back, and then they jumped past and slashed their swords together. They both landed on their feet, then turned to each other, before Usagi brought out his other sword, and then they charged at each other. They both locked a sword together, then pulled them back and locked the other together.

The Daimyo and Splinter looked down at the match.

"You should be proud to have raised such fine warriors and children." the Daimyo said.

"Yes, I am proud." Splinter said. "Though, they can be a little too _willful_ at times."

"Ah. If only fathers could make their sons understand." the Daimyo sighed.

Deep in the temple, Ue-Sama wrote up a fake letter, before handing it to a guard, who then walked off.

"We're only trying to protect them...from their own inexperience." the Daimyo sighed.

"Ah. I know exactly what you mean, old friend." Splinter sighed. "But tell me, there is something familiar about this Samurai my son Leonardo faces."

"He should look _very _familiar to you." the Daimyo said.

Usagi jumped backwards as Leo came at him.

"He is the _same_..."

Usagi blocked a slash from Leo with his sword, then back flipped to avoid another.

"..young Samurai in training that..."

Leo and Usagi sent two slashes at each other with their swords, before Leo backed away.

"..came to your aid..."

Leo sent a slash at Usagi, who dodged to his left, before they both locked their swords together.

"..when Drako ambushed you some years ago. He's already a Ronan at such a tender age." the Daimyo explained, as the guard came towards him. "But his sword arm has skilled far beyond his years."

The guard got close to the Daimyo and turned to him, before handing him the letter. The Daimyo looked at the letter, as the guard walked off back into the temple.

"Excuse me." the Daimyo said. "I must attend to a small matter. Will you join me latter when this bout is over?"

"It would be my honor, Daimyo." Splinter said, getting up.

He bowed before his friend.

The crowd cheered as the remaining battles kept commencing.

Kluh punched Gorath across the face as he split his legs and bent down, making him vanish. Ia ducked and spun around as Krall tried to whack her with his mallet, before she kicked him in the face, making him fall to his knees before he vanished. Gen jumped up and got ready to stab the Octopus, but it vanished before he could.

Gorath then showed up in the infirmary, followed by Krall, and then the Octopus.

Traximus charged at Raph, who then jumped backwards as he tried to slice him.

"You're gonna have to be quicker than _that_, Dino-boy!" Raph snarled.

Traximus then whacked Raph in the chest with the butt of his axe, sending him flying away.

"Uh!" he moaned.

He skidded along the floor before crashing into a wall.

"Ah!" he groaned.

He growled angrily as he got up, then he charged at Traximus, who then spun around to slice him, but missed as he rolled forward. They both then turned to each other, before Traximus whacked him with his tail, sending him flying away, but then Raph tossed his Sais at him. Traximus turned as the Sais bounced right off him, while Raph back flipped and landed on his feet.

He then charged at Traximus, then jumped and tried to pounce him, but Traximus grabbed his arms, bent back and kicked him away in the chest, sending him flying away as he got back up.

"AH!" Raph moaned, landing on his shell.

He pulled himself up, as Traximus came up behind him and wrapped his arms around him, one arm around his chest, the other on his head.

"You have been a _worthy_ opponent Raphael." Traximus remarked. "This is a battle I won't soon forget."

"Yeah! I guarantee you won't!" Raph grunted.

He grabbed Traximus' chin and arm, and then threw him over him.

"Uh!" Traximus moaned, landing on his back.

Raph then jumped up and dived towards him, who then vanished as Raph tried to punch him. Raph got up as the crowd cheered.

Leo blocked several slashes from Usagi - theirs being the only fight left - then sent some at him, but he blocked them. Usagi sent one at Leo, who blocked it with both swords, then Leo sent one at him, but missed as he dodged. He then dodged a stab from Usagi, then ducked under a slice, then he put both his hands on the ground, then spun around on them to kick Usagi, but missed as jumped backwards.

As the fight kept going on, Ue-Sama watched from a high window of the temple, as the cloaked figure came up behind him.

"My lord, I strongly advise _against_ this rash course of action." he said, getting Ue-Sama's attention.

"Your council has been heard and overruled!" Ue-Sama snapped, turning back to the arena. "Now keep silent! I demand it?!"

The figure looked up from his cloak, showing he had green eyes.

"Yes...my Daimyo." he said slowly.

"And so, it is time..." Ue-Sama declared, bringing out a dart blower. "..for Leonardo to suffer for..."

He raised his mask up.

"..his past effrontery."

He put a poison dart into the blower, then held it at his mouth.

Leo blocked a few slashes from Usagi, then dodged one, then blocked another two, before sending one at him, but missed.

Ue-Sama moved to the edge of the window.

Leo sent two slashes at Usagi, who blocked them, then sent a third, but he blocked that as well, and then sent a fourth, but he dodged it.

Ue-Sama blew the dart out of the blower, as Leo blocked two slashes from Usagi, before the dart hit his left shoulder from behind.

"Ah!" he groaned, turning to it.

He turned around and walked off, then dropped his swords as he turned to Usagi, who gasped, knowing something was wrong.

"Usagi...I...I..." Leo groaned.

He fell onto his chest out cold, shocking nearly everyone.

"Leonardo, no!" Splinter gasped.

"Leo?!" Elisa cried, as Donnie gasped.

Usagi and the crowd all gasped, as Leo didn't move a muscle.


	25. The Big Brawl Part 3

**A/N: Please read and review?**

* * *

Ue-Sama walks down an alley in New York, then stares at Splinter, the Turtles, April and Casey.

_Ue-Sama: I am a great warrior, the Daimyo's son and a ninja of ultimate power. _

He holds up a gauntlet claw.

_I should be feared and revered._

He and Leo stare at each other on top of the Brooklyn Bridge.

_But, I once visited a realm called Earth..._

Leo holds up his gauntlet claw.

_..where I challenged..._

Ue-Sama gasps as Leo punches him a number of times.

_..the warrior known as Leonardo to a mortal duel._

Ue-Sama skids along the ground, as Leo grabs his swords, before jumping forward and digging them on either side of Ue-Sama's neck.

_I was defeated..._

Ue-Sama bows before his father.

_..and worse, humiliated by the appearance of my father, the Daimyo..._

Ue-Sama, the Daimyo and Gyoji all sink beneath the ground in a puddle.

_..who dragged me back home. _

Round 1 of the Battle Nexus tournament begins as the arena divided into sixteen sections.

_My father is mired in outdated traditions. _

The Daimyo bangs the gong with his staff.

"Begin!" he declares.

Leo and Usagi lock swords together.

_He believes that warriors should duel..._

Usagi jumps backwards as Leo came at him, then blocks a slash from Leo with his sword, then back flips to avoid another.

_..only for sport and..._

Leo blocks a slash from Usagi, then Leo sends one at him, but misses as he dodges, before they stare at each other.

_..under the official rules of..._

Usagi sends a stab at Leo, who dodges it, then ducks under a slash.

_ ..the Battle Nexus tournament._

Splinter and the Daimyo watch the remaining fights.

_His tournament._

Leo and Usagi both send slashes at each other.

_I believe that glory can only be..._

Leo backs away to avoid a slash.

_..achieved by fighting to the death._

Leo blocks two slashes from Usagi, before backing away.

Ue-Sama stands in a room overlooking the arena, with a cloaked figure behind him.

_That is why I must take the throne from my father..._

He holds up a dart blower, before raising his mask up.

_..and at the same time, I shall..._

He puts a poison dart into the blower.

_..take my revenge on Leonardo._

Leo sends a slash at Usagi, who blocks it.

Ue-Sama fires the dart, which hits Leo's left shoulder.

"Ah!" he groans, turning to it.

_The poison from my dart..._

Leo falls onto his chest as Usagi gasps.

_..courses through his reptilian veins. Leonardo's demise will be my first victory._

Ue-Sama turns to the cloaked figure in a dark room.

_All shall bow down before me..._

The cloaked figure bows his head.

_..as master of the multiverse!_

* * *

In the arena, the crowd all cheered slightly, as Usagi looked down at Leo.

"Leonardo-san?" he said.

In the sickbay, the eliminated competitors - including Donnie and Elisa - all looked down at Leo.

"Leo?!" they gasped.

Splinter looked down from the Daimyo's seating area.

"My son!" he called.

The crowd gasped, as Usagi put his swords away, before Gyoji showed up beside him as he crouched down.

"Warrior, what has happened here?" Gyoji asked.

"Something is terribly wrong." Usagi said, turning Leo onto his shell.

He put his head against Leo's chest, sensing his heartbeat.

"His breathing is shallow." he explained.

"This warrior will require a healer at once." Gyoji realized. "The match will be nullified; pending a thorough investigation of this incident."

"Very well." Usagi understood, helping Leo up by wrapping his arm around him. "But I insist you let me accompany him to the Healer's pavilion?"

Donnie and Elisa then both jumped into the area, holding their weapons.

"And we suggest you get your hands off our brother, big ears!" Elisa snapped.

Donnie glared at Usagi, as he walked forward with Leo.

"Please, I only wish to help Leonardo." Usagi assured.

"Ellie...Don..." Leo said weakly, letting go of Usagi, before he wobbled. "It's alright..."

He passed out and nearly fell onto his shell, but Donnie caught him - after he and Elisa put their weapons away.

"Come." Gyoji said, floating down towards them, as they all gathered together. "The Healer awaits."

A blue water cloud appeared over the five of them, before they all vanished.

Up above, Ue-Sama and the cloaked figure both looked down at the arena from their high window.

"They will be an example." Ue-Sama explained. "All shall fear me, as master of the muiltverse."

He turned around and walked off, as the cloaked figure turned to him. The figure then turned back to the arena, as his eyes glowed angrily.

* * *

Later, Gyoji transported Usagi, Leo, Elisa and Donnie to the Healer's pavilion, where the Healer himself sat on the other end of the room.

"Wise and beloved Master Healer, an honored warrior has need of your gifts." Gyoji explained.

The Healer bowed. "Bring him to me?" he instructed. "Quickly."

Donnie and Usagi put Leo down on his shell on a bed.

"Uh!" Leo grunted.

Elisa stared at him worriedly, as the Healer came towards him, then crouched down beside him. He put his hands on Leo's forehead, then began chanting in a weird language, making them both glow blue.

"What's with the vulk and mind meld?" Donnie asked Usagi.

"Vulk and mind meld?" Usagi questioned.

"I don't think he talks like you." Elisa whispered to Donnie.

"Uh. What is the Healer doing to Leo?" Donnie asked, since Cath wasn't there to translate.

"Oh. He is merging with your brother's spirt in order to determine the exact nature of his Maloney." Usagi explained.

"My son!" a voice gasped.

Elisa, Donnie and Usagi all turned around and saw Splinter coming in.

"My son." he said, approaching Leo. "What has happened here?"

The Healer kept chanted, when a jolt made him back away and stop glowing.

Elisa and Splinter approached the Healer as he got back up, as Donnie crouched down near Leo.

"He has been poisoned." the Healer explained. "But the source of the toxin eludes me."

Ue-Sama came in and pretended to gasp.

"Huh? Leonardo, poisoned?!" he said, approaching them all "What fiend would do such a thing?!"

He took off his mask.

"Rest assured, Splinter-Sensei, I will personally get to the bottom of this atrocity." he said, bowing.

Elisa looked at him carefully, and noticed something off about him.

"Elisabetta, Donatello, stay with your brother!" Splinter ordered, before walking off. "I will return shortly. I must speak with the Daimyo."

As he walked off, Ue-Sama grinned menacingly, which Elisa noticed.

* * *

Meanwhile, the Daimyo was sitting in his chamber, patting the fake note on his knee.

"What is keeping my son?" he wondered. "His message said this was an _urgent _matter."

A large black cloud then appeared before him, causing him to get up. He reached for his staff, when a chain came out of the cloud and wrapped around it, before the cloud pulled it towards itself, before it fell out and landed in the center of the room.

"What is the meaning of this?!" the Daimyo demanded.

A bunch of the dark Ninjas then landed either in front of him, or on the support beams above him, all armed with spears, knifes and small swords. He turned around as another few landed behind him, before he turned to the front ones.

"Guards!" he yelled.

One of the ninjas raised its sword up, before slashing the Daimyo with it.

"AHH!" he moaned.

* * *

Later, in the arena - now back to normal - the seven remaining competitors - Raph, Cath, Mikey, Ia, Zat, Gen and Kluh - all stared up at Gyoji, who was on the Daimyo's platform.

"The following warriors will advance to the final rounds of competition!" he announced, as the crowd cheered. "Ia of Dimension Glibliax. Zat of dimension Sinit Ganu."

The warriors all gathered together in the center of the arena.

"Raphael of Dimension third Earth." Gyoji went on.

Raph held his thumb up, as Cath did the same when spotting him.

"Gen of Dimension second Earth." Gyoji went on. "Kluh if Dimension Levram."

Raph and Cath turned to Mikey, who held his thumb up.

"Michelangelo of Dimension third Earth. Catharina of Dimension third Earth." Gyoji announced. "The seven finalists are to meet at the base of the pyramid arena in exactly one megaqugon."

He vanished as the three Turtles gathered together.

"How long is a megaqugon?" Raph wondered.

"Long enough to see me..." Mikey began, slapping his shoulder playfully, making him grit his teeth. "..dominate the finals, bro. Hi-three?"

Raph hi-threed him, then they both hi-threed Cath.

"What do you think a megaqugon is, Cath?" Raph asked.

"I think it's the same as one Earth hour." Cath deduced.

"Oh, now that makes more sense." Raph said. "Leo, Ellie and Donnie must be kicking themselves for not making the cut."

"But of course, I would never be so un-sportsman like as to rub it in their faces." Mikey said, shaking his head.

"I would." Raph smirked.

Mikey chuckled and wrapped his arms around his siblings. "Me too." he said.

"Well, I wouldn't. At least not in front of Elisa." Cath said. "She'd be pretty mad."

"Oh. Come on, let's go find them." Mikey said.

They three of them all walked off.

* * *

Meanwhile, Splinter approached the Daimyo's chamber, when he saw two guards lying on the floor on either side of the door.

"Daimyo!" he gasped, standing near the door.

He jumped and kicked the door open, then gasped at the sight of the ninjas around the wounded Daimyo - now without his mask on. One ninja then threw a knife at him, but he held his stick up, making the knife hit it. He took the knife out of the stick, then charged at the ninjas, when one kicked open a glass window, which they all then ran though, before jumping down away from the building.

Splinter hopped onto the wall and stared down from the broken window, but couldn't see the ninjas.

"Splinter...Splinter..." the Daimyo moaned, trying to sit up.

Splinter turned to him and approached him.

"Do not try to speak, old friend." Splinter said. "I will seek help."

The Daimyo passed out, when a bunch of guards came in and drew their weapons.

"Step away from the Daimyo?!" one demanded.

Splinter turned to them as they approached him and the Daimyo.

"Now?!" the guard ordered accusingly.

Two guards came up behind Splinter and grabbed his shoulders, as one turned back to the door.

"We have the intruder, my lord." he said.

Splinter gasped. "Wait, you misunderstand!" he pleaded.

Ue-Sama came in and approached his father.

"Father?!" he said, pretending to be sad, crouching beside his father. "NOOO!"

He bent down and pretended to cry in his hands, as more guards showed up.

"UH!" the Daimyo moaned, trying to get up.

Ue-Sama looked at his father, before turning to the guards.

"Take him to the Healer's pavilion at once!" he ordered, before he got up and glared at Splinter. "My father trusted you, vermin! He called you friend! And you betray him, thus!"

Four of the guards picked up the Daimyo.

"Splinter..." he groaned weakly, pointing at Splinter as the guards carried him away.

"See how he points to the assassin?!" Ue-Sama snarled. "Throw this rat in the dungeon!"

Two guards led Splinter away while holding onto his shoulders, then Ue-Sama put his mask on to hide his evil grin.

* * *

A little later, in the Healer's pavilion, Donnie and Elisa were both sitting beside Leo - Donnie rubbing a cloth over Leo's forehead - as Usagi stared at them. The Healer sat at the back near the door, when the four guards came in with the Daimyo.

"Master Healer, you are needed at once!" one said.

The Healer got up and turned to them, as they carried the Daimyo past the three Turtles and Usagi, towards a room in the back.

"The Daimyo has been attacked." the guard explained.

Donnie, Elisa and Usagi turned to them all, as they walked towards the back room.

"Wait, what about Leo?" Donnie asked.

The guards carried the Daimyo into the back room, then the Healer followed before the door closed.

"Guess the Daimyo's in worse shape." Elisa assumed.

"Ah. What can I do?" Donnie asked rhetorically, rubbing the cloth over Leo's forehead. "I'm an Engineer, not a Doctor."

"Oh, where's Cath when you need her?!" Elisa moaned, hitting the floor with her fist. "This is _her_ department?!"

Usagi reached forward to touch Leo from his other side, when Donnie grabbed his arm.

"Don't even think about touching him!" Donnie snapped, as Elisa snarled.

"Please, I only wish to examine your brother." Usagi assured, taking his swords from his kimono.

He put them down near a lantern, and then picked it up, before turning to the Turtles.

"I mean no harm." he promised, sitting opposite Donnie and Elisa.

They both looked at him carefully, before deciding to trust him.

"Okay, go ahead. But we're watching." Elisa warned.

"If one of you would be so kind as to hold this for me, like so?" Usagi asked, handing them the lantern.

Donnie took it from him, then Usagi turned Leo onto his chest, before taking a crystal out of his pocket.

"Observe." he said.

He held the crystal near the lantern, sending a rainbow colored light, which then ran over Leo's neck, finding the dart mark.

"What is it?" Donnie asked.

"It is the entry point..." Usagi explained, taking a bag from his kimono. "..of a dissolving poison dart. A rarely used weapon _nearly _impossible to detect, even by a trained Healer."

He opened his bag up, showing a bunch of herbs.

"Now that we have located the source of the toxin, I have some medicine that might help..." Usagi said, pouring some onto a cloth. "With your permission."

"Do it." Elisa sighed.

Usagi put the herbs onto the dart mark on Leo's neck.

"All we can do now is wait." Usagi said.

Donnie looked down at Leo, before turning to Elisa, who was thinking about something.

"What's wrong, sis?" he asked.

"I'm not sure the Ultimate Ninja's being fully honest with us." Elisa answered. "I think he's hiding something, but I can't be sure what. And if the Daimyo's been attacked, I think something's going on here."

"I think you're correct, Elisabetta-san." Usagi agreed. "We best keep an eye on things, in case Leonardo or the Daimyo are attacked again."

* * *

Meanwhile, Raph, Cath and Mikey all began walking through a market square, all unware as to what had happened.

"Make way!" Mikey called. "Battle Nexus finalists coming through! That's right. Feast your eyes on Mikey the Magnificent!"

They all walked past a few stalls, as creatures stared at them.

"Defeater of some of the greatest warriors in all creation!" Mikey announced.

Raph and Cath groaned, before Raph whacked him in the back of the head.

"Oh!" he moaned, rubbing the back of his head.

"Will you give it a rest already?" Raph asked.

"Yeah, you're making an unwanted scene." Cath scowled.

"Psst, Turtles." a voice said.

The three Turtles turned left, and saw Gen come out of a shadow.

"Care to place a wager on me for the next round?" he asked, holding up a sack of coins. "I'm the odds on favourite at 3 to 1."

"Beat it, Rhino!" Raph retorted, walking off. "Find some other sucker."

"Yeah. I don't even gamble." Cath added, before following Raph.

Mikey began to walk off, but then approached Gen.

"Wait, what are the odds on me?" he asked.

"The longshot?" Gen inquired, as he folded his arms. "Ha. 200 to 1."

"Longshot?" Mikey inquired, annoyed. "Moi? Whoa. I gotta get in on that action."

He turned and ran after Raph and Cath.

"Hey, guys." he said, touching their shoulders.

They both turned to him as he held his hand out.

"Come on, break me off some bank?" he asked.

"Forget it, bro." Raph sneered, grabbing his arm, before turning to Gen. "And you can stick your horn in someone else's business, Rhino!"

"Yeah, leave us alone?!" Cath demanded, before they all walked off.

"Your loss, reptile." Gen smirked.

Raph and Cath walked off, as Mikey ran after them.

"Hey, hey, hey!" he called, coming alongside them. "What were your guys thinking?"

He turned around so he was walking backwards.

"200 to 1. We could clean up." he said.

"Lose your shell more likely." Raph argued, walking on.

"Yeah, Mikey. Changes of you winning are low." Cath said.

Mikey frowned, before he got in front of them both.

"Hey!" he complained. "What? You both don't think I'm a contender? You think I'm a bum? A cream puff? A lightweight? A loser?"

Cath and Raph stared at him.

"You can stop me anytime, you know." he told them.

"I will when I disagree with ya." Raph said, poking him in the chest.

"Same here, Mikey." Cath sighed, folding her arms.

"Now, let's go find Leo, Ellie, Don and Splinter." Raph said, as he walked off.

Cath walked after him, but then Mikey ran and got in front of them.

"Right." he said, as he began walking backwards. "We wouldn't want them to miss my incredible Battle Nexus triumph."

"Ah!" Cath moaned, face palming herself.

"Float like a butterfly, sting like a bee." Mikey quoted. "Who be the Turtle, the Turtle be me!"

He then bumped into a cart, making a bunch of mud like substance fall onto a thin purple creature.

"Whoa!" Mikey yelped.

"Uh!" the creature groaned, wiping some of the substance off him.

"Oops." Mikey said, staring at it.

The creature wiped some mud off his face, before mumbling in a weird language.

"Sounds like the universal language of 'I'm gonna kick your butt' to me." Raph said.

"Yeah? Well, if you weren't such a puny little shrimp, I'd show you how a_ real_ Battle Nexus Champion fights." Mikey scoffed, poking the creature's chest.

"Uh, Mikey..." Cath said nervously.

The creature grunted as his size increased, reveling himself to be Kluh, who growled as the Turtles backed away.

"Eep." Mikey squeaked.

* * *

Meanwhile, in the dungeons, Splinter was meditating in a cell, when Ue-Sama showed up on the other side of the cell door.

"How can one remain so clam in the face of such serious charges?" Ue-Sama asked curiously.

"I could never bring harm to the Daimyo." Splinter assured. "As you should know."

The cloaked figure showed up behind Ue-Sama.

"All too well." Ue-Sama snarled. "For it is _I_ who ordered the attack on my father.!

Splinter opened his eyes and glared at him.

"Oh, yes. Even as we speak, your friend the Daimyo lies in the Healer's pavilion, _not long_ for this world." Ue-Sama sneered. "And your son Leonardo lies there as well, poisoned by my hand. My father forced my to bow before you and your children! Now you will bow before me!"

He took out his father's staff and held it up.

"For I am the Daimyo now!" he declared.

"You will _never_ earn that title!" Splinter retorted, getting up. "You know nothing of honour!"

"Honour?!" the cloaked figure snarled.

Splinter gasped, recognizing the voice.

"This has _nothing_ to do with honour, little rating. This has to do with power." the figure said, before ripping off his cloak, reveling himself to be Drako. "Power and vengeance!"

"Drako?!" Splinter gasped.

"Yes. I'm pleased you remember me." Drako said. "How's the leg?"

Splinter glared at him.

* * *

Back in the market, Mikey looked up at Kluh nervously, as Raph and Cath stood behind him.

"AH!" Kluh growled, before picking Mikey up by the belt.

"Uh..." Mikey stuttered. "Did you know that where I come from, 'puny little shrimp' is actually a term of endearment. My siblings call me that all the time. Isn't that right, guys, you puny little shrimps?"

"If you're looking for help from us, you're looking in the wrong place, Mikey." Raph said.

"Sorry, bro. You got _yourself_ into this, you can get yourself out." Cath shrugged.

Kluh held Mikey above him and growled.

"AH!" Mikey yelped.

A light showed up near them, then Gyoji showed up, making them all turn to it.

"Attend! Attend! The final stage of the Battle Nexus tournament is about to begin!" he announced.

He glowed brightly, then waved his paddle, teleporting Kluh and the three Turtles back just outside the arena where Zat, Ia and Gen were waiting for them.

"Welcome noble warriors to the final stage of the Battle Nexus tournament!" Gyoji announced.

Kluh and the Turtles turned around, then a large bubble appeared over the arena, before turning into a large hexagon shaped platform. A smaller rectangle one with four sections in then showed up on top.

"Before we begin, all matchups will be determined by random lottery." Gyoji explained, waving his paddle.

A small puddle appeared in front of him, which turned into a sphere.

"However, due to a disqualification, we are left with an uneven number of combatants." Gyoji explained, as the warriors came closer.

"I was wondering why there's an _odd_ number here." Cath muttered quietly.

"Therefore, the odd warrior will automatically advance to the next level." Gyoji explained.

"You're in luck, Mikey. Warriors don't get any odder than you." Raph joked, putting his hand in the sphere.

Cath put her hand in, then pulled out a dagger with a purple piece of cloth on. She looked around as Ia put her hand in, then pulled out a dagger with exactly the same color as her.

"Looks like it's me and you." Cath said, approaching her.

Ia bowed her head, then Cath did the same, before they both vanished.

Mikey put his hand in, along with Kluh, then they both pulled out a dagger with an orange cloth on. They both then turned to each other, Mikey looking nervous while Kluh looked pleased, and then Mikey gulped.

Kluh laughed happily, then approached Mikey and snarled. Mikey laughed nervously as they circled each other, before he bumped into Zat, giving him an idea.

"Good luck, pal." Mikey said, shaking Zat's hand while giving him the dagger. "May the best warrior win."

He walked off as Zat turned to the dagger, before he and Kluh vanished, and then reappeared in one of the sections - Cath and Ia being in another.

Mikey now held a dagger with a green cloth on.

"Ha, ha, suckers." he smirked. "The hand is quicker than the eye."

His smile dropped however when Raph pulled out a dagger with a green cloth on.

"Uh-oh." he said.

"I am so gonna enjoy this." Raph smirked, before poking Mikey with the handle end of the dagger. "We're talking a lifetime worth of get backs here."

Gen put his hand in the sphere, and pulled out a dagger with a red cloth on.

"Yes. I advance to the semi-finals." he said, before approaching Raph and Mikey. "You should've bet on me while you had the chance, fools."

"Wait, I changed my mind." Mikey said, turning to Gyoji. "I think I want to fight the purple guy."

He held his hands in a begging position, before the Gyoji waved his paddle, and then Mikey and Raph vanished. Both Turtles reappeared in a section of the arena, then Mikey turned to Raph and backed away slightly.

"You wouldn't consider forfeiting like Master Splinter, would you?" he asked hopefully.

Raph brought out his Sais, jumped up and dived towards Mikey, who looked up. Mikey back flipped, pushed his hands against the ground, then back flipped again, just before Raph could stab him with his Sais, digging them into the ground.

"I'll take that as a no!" Mikey squeaked, crouched down.

Raph picked his Sais up as Mikey got up and stared at him nervously.

Meanwhile, Cath spun her Tonfas around while glaring at Ia, who then tried to hit her with her staff, but Cath knocked it out of her hands, sending it flying away, before it landed behind Ia. Ia then jumped backwards as Cath tried to whack her, landing further away from her staff, as Cath turned to her.

"Just what are you playing at?" Cath wondered quietly.

She tried to whack Ia with one of her Tonfas, but missed as Ia jumped up and somersaulted over her, making Cath turn around, just as Ia landed near her staff and picked it up.

"Impressive." Cath remarked honestly. "Very impressive."

She spun her Tonfas around, then charged at Ia, who then whacked her in the belly with her staff like a baseball.

"Uh!" Cath moaned, crashing into a wall.

She fell onto her chest, then looked up as Ia charged at her.

"Oh, shell!" Cath moaned.

She then vanished as Ia dived towards her and tried to stab her, and then she reappeared in the infirmary.

"Very cleaver move." she admitted, folding her arms. "She's defiantly earned my respect."

Back in the arena, Kluh and Zat were circling each other, before Zat blocked Kluh's lance with his sword. He then blocked the pole end with his sword, then blocked the sharp end again with it, before Kluh grabbed him by the chest and lifted him up.

"Ah!" Zat yelped.

Kluh then slammed him against the ground, then raised his lance up to, but then Zat vanished as he tried to stab him. Zat reappeared in the infirmary lying down, as Cath turned to him.

"Uh!" he moaned, sitting up while touching his head.

A few healers approached him, just as Cath turned back to the arena.

"That just leaves Raph and Mikey." she sighed.

In the arena, Mikey and Raph began circling each other, then Raph charged at Mikey, who leap frogged over him, before landing behind him. He then kicked Raph in the lower shell, making him angry as the crowd cheered.

"Yeah! Yeah!" they cheered.

"Hear that crowd, bro?" Mikey asked, holding his arms out, before pointing at himself. "That's me they're cheering for?"

Raph turned to him and growled, before charging at him.

"Oh, Raph, you fool." Cath moaned, face palming herself.

"That's right, me. Not you, but me." Mikey said, pointing at himself with his eyes closed, then pointed at Raph, then at himself again. "Not you, but me."

Raph jumped up and dived towards Mikey to kick him, but missed as he ducked, making him loose his balance.

"UH!" Raph moaned, as he landed on his shell, before falling forward onto his chest.

"Okay, now you're just getting sloppy." Mikey joked, opening his eyes.

Raph got up and growled, then turned and began sending slashes at Mikey.

"Will...you...shut...your...trap?!" he demanded, as Mikey dodged the slashes.

He stopped and gritted his teeth, as Mikey stared at him innocently.

"Why?" Mikey inquired. "Does my talking bother you?"

Raph sent another slash at him, but he dodged it.

"Am I distracting you somehow?" Mikey asked, before dodging more slashes from Raph while backing away. "Making you loose focus? Messing up your concentration?"

"AH!" Raph huffed, as sweat poured from his forehead.

"Finally getting on your nerves perhaps?" Mikey asked.

Raph fell to his knees and closed his eyes, trying to control his anger.

"Or maybe you're just a tenancy bit worried, I might actually _beat_ you." Mikey assumed.

That pushed Raph over the edge, as he growled and picked up his Sais, and then charged at Mikey - who now stood against a wall. Mikey turned around and ran towards the wall, then kicked his feet against it and back flipped over Raph, who then banged into it - along with one of his Sais. He touched his forehead as the crowd gasped, before he vanished.

In the infirmary, Cath turned around, as Raph showed up by Zat, before she ran towards him.

"AH!" he moaned, rubbing his head.

He opened up his eyes and saw where he was.

"I don't believe it! Mikey beat me?!" he exclaimed frantically, putting his Sais away.

Mikey waved in the arena.

"He's in the final four, and I'm out?!" he exclaimed, touching his head, as Cath stopped near him. "What if? What if...what if Mikey actually wins?!"

He turned to Cath and grabbed her shoulders, shocking her.

"What if he becomes the Battle Nexus Champion?!" Raph exclaimed frantically, letting Cath go, before touching Zat's arms and shaking them. "He'll never let me live it down?! And I'll never be able to live with myself?!"

He banged Zat's head against a wall as he shook him, before Cath came over.

"Raph, clam down!" she snapped, pulling him back, making Zat fall onto his back. "I saw what happened back there! You let your anger get the best of you by his teasing!"

"But I can't cope with it now?!" Raph exclaimed.

Traximus came over and touched Raph's shoulder.

"Defeat is a harsh mistress, my friend." he said.

Raph turned to him. "Traximus?" he inquired.

"Care to drown your sorrows out in a liquid protein supplement?" Traximus asked.

"Huh?" Cath muttered, confused.

* * *

Later, the three of them sat around a table in what looked like a café in the market, as an alien waitress came over. Cath had told Raph about how Ia had gotten the better of her during her fight, which he considered was a lot better than his with Mikey. The waitress put three glass cups down, as Traximus reached into his belt.

"This one's on me, my friends." he said.

He took some money from his belt, which he handed to the waitress, before she walked off, as the Turtles took their glasses.

"I _never_ got a chance to properly thank you both and your siblings." he said.

"For what?" Raph inquired.

"My freedom." Traximus answered, holding up his glass.

**(Flashback)**

Traximus, Paz, Slick, Rock, Monkey Face, and the twin warriors, all ran down a hallway as lasers hit the ground behind them, near a door leading towards the arena on the Triceraton Homeworld.

_"Back in the arena..."_

A explosion goes off behind the gladiators, as they run towards a Triceraton carrier ship.

_"..on the Triceraton Homeworld, the mayhem you and your siblings caused when you kidnapped the Prime Leader..."_

A smokescreen cloud goes down the hallway, as the gladiators board the carrier ship.

_"..allowed my compatriots and I to escape."_

**(Flashback ends)**

Raph and Cath both stared at him.

"That Triceraton gladiator world was a messed up place, huh?" Raph said.

"Especially the way that Zanramon was running the place." Cath sighed.

"I'm afraid things have grown far worse." Traximus said.

"What do you mean?" Cath asked.

**(Traximus' story)**

A group of Federation ships fire on the Triceraton Homeworld.

_"The Federation and the Triceraton Republic have extended their..."_

A group of starfighters from both fleets fly around through space, blasting each other.

_"..senseless war to insane proportions."_

The starfighters kept dogfighting each other.

**(Story ends)**

"Many have perished in this senseless conflict." Traximus explained. "I have come here _mainly_ to help me find recruits to overthrow the Triceraton Republic, and the Prime Leader's corrupt regime."

He slammed his fist on the table. They all turn to an creature walking by, before Traximus turned back to the Turtles.

"Although it seems not even the Battle Nexus is immune to corruption." he said, as both Turtles drank some of their drinks. "I hear word of an attempt on the Daimyo's life, by some cowardly assassin rat."

Raph spat some of his drink onto the table, while Cath nearly choked on hers, as she coughed slightly.

"Did you say rat?" Raph asked.

"Goes by the name of Shard, or Silver." Traximus said, scratching his head.

"Or Splinter?" Raph asked.

"That's our Sensei." Cath explained. "And he's no assassin!"

"What else have you heard?" Raph asked urgently, touching Traximus' shoulders.

"Only that he was caught in the act and imprisoned in the palace dungeon." Traxmius explained.

"No way!" Raph frowned, pulling his hands.

Cath was so angry herself, she didn't even try to clam him down.

"It's gotta be a frame-up." he deduced, turning right, before hopping onto the ledge of the window. "I'm gonna burst him out right now."

Traximus grabbed his arm. "Raphael, that is a rash, foolhardy and extremely dangerous act." he said. "Count me in."

Raph smiled. "You coming, Cathy?" he asked.

"Well, guess someone has to keep an eye on you." Cath sighed, getting up. "And if it's for Sensei, yes."

* * *

Meanwhile, in the Healer's pavilion, the Healer was muttering in his weird language, while sitting on his knees behind the Daimyo in the back room.

In the main room, Leo still lay unconscious, as two guards stood on either side of the door to the back room. All was quiet, until three small balls were thrown in from an upper window, making the guards take out their swords as they landed and rolled on the floor.

Smoke then came out of the balls, making them both cough before they passed out. The smoke then entered the back room as the Healer kept chanting, but then it overcame him, making him cough and pass out.

Two of the dark ninjas then hopped down into the main room, then they began approaching the door, when one stopped and turned to Leo.

"What are you doing?" the other inquired, turning to the first. "Our orders were to end the Daimyo's life!"

The first approached Leo and picked up his swords - which lay beside him.

"And so we shall, but we will _make_ it look, as though the Turtle creature finished the work _his _master started." it said, turning to the other.

It tossed a sword to the second, who then caught it. They both then approached the door and opened it up, and then they approached the Daimyo, and then once they were close, raised Leo's swords above them. Just when they were both about to strike, Elisa showed up on the Daimyo's right, while Usagi showed up on his left, both using one of their weapons to block the ninjas'. Both ninjas gasped, before Donnie showed up and whacked them both in the legs with his Bo, tripping them up onto their backs.

"Be alert, Donatello-San and Elisabetta-San, I have encountered these assassins before." Usagi warned.

Both ninjas got up, one with a spear, the other with a chain, which it then spun around.

"And they are extremely skilled and dangerous." Usagi added.

The one with the chain threw it at the Turtles, making Donnie duck and roll forward, while Elisa jumped up and backwards to avoid it. Donnie then got near the ninja, then tried to whack it twice, but it blocked them with its chain, before it whacked it in the face, knocking it away.

"You can say that again." he said, turning to Usagi.

"Very well." Usagi said, blocking the other's spear with his sword. "They are extremely skilled..."

He ducked as the ninja tried to slice him, then back flipped as it tried again, and then ducked again.

"..and dangerous." he finished, trying to stab the ninja, but it blocked his sword with the pole of his spear.

Usagi then tried to slash him with his other sword, getting it stuck in the spear, before the ninja whacked him with the pole end of he spear, knocking him through a window.

"Ah!" he moaned.

Donnie and Elisa both ran out the door, then Elisa turned to him, before a chain showed up and wrapped itself around Donnie's Bo, before it was pulled up.

"Huh?" Donnie muttered, looking up.

He looked up as a ninja came diving down with a chain, spinning it around, before throwing it towards him. He jumped to his right to avoid it, before the chain hit the floor, getting Elisa to turn around. The ninja then landed on the floor, then kicked Elisa in the chest as she came at him, sending her flying into a wall, while she dropped her Kamas.

The ninja then turned to Donnie and threw the chain at him.

"Ah!" Donnie yelped, diving forward to avoid it, making it hit a pillar.

The ninja pulled the chain back, then spun it around as it came towards Donnie, who got up and backed away. Donnie picked up a vase behind him, then opened it up, and threw the contents inside - a bunch of black dust - at the ninja, blinding it and making the chain wrap around him. Donnie then jumped towards it and kicked it in the chest, knocking it down and away.

Elisa moaned while touching her head, then woke up and saw a ninja approaching the Daimyo in the back room. It raised a spear up, then she noticed one of Usagi's swords was stuck in it. She ran as fast as she could towards it, then grabbed the sword before the ninja could kill the Daimyo.

"I believe _that_ belongs to my friend, Usagi!" she frowned, trying to pull the sword out of the spear.

Donnie turned and saw Elisa's Kamas lying around, just as a ninja approached them, making him dived towards them and in front of it.

"I believe those are my sister's!" he said, before kicking the ninja in the chest, knocking it away.

Usagi woke up and touched his head, before he picked up Donnie's Bo.

Elisa pulled Usagi's sword from the spear, before the ninja turned to her as she backed away. Donnie came into the room with Elisa's Kamas and up behind Elisa, just as Usagi showed up by the ninja, and whacked it in the chest with Donnie's Bo in the legs, making it fall slightly. He then whacked it again in the chest, batting it away like a baseball.

"And I believe I have something of yours, Donatello." he said.

Donnie tossed Elisa her Kamas, who tossed Usagi his sword, who tossed Donnie his Bo, before they all caught their weapons. Donnie dived towards the ninja as Elisa ran towards Usagi, then Donnie tried to whack the ninja with his Bo, but it blocked it with its spear.

"You know, when he said 'you can say that again', he didn't mean you had to_ repeat _it!" Elisa frowned, glaring at Usagi.

"Oh, I see." Usagi said.

They both turned to Donnie, as he tried to whack the ninja three times with his Bo, but it blocked every time with its spear.

"Why did you attack the Daimyo?!" Donnie demanded.

He spun around to whack the ninja with his Bo, but it blocked it with its spear.

"Who are you working for?!" Donnie demanded.

The ninja tried to whack Donnie with his spear three times, but he blocked them with his Bo.

Elisa stared at one with a staff, then dodged as it tried to stab her twice, before she sent a slash at it with her Kamas, but missed.

Usagi stared at another as it spun its chain around, but then he sliced it up. It then however spun both halves in half and then threw it at them, but he jumped past them and rolled forward towards the ninja. He then jumped up and over the ninja, landing in the doorway as the ninja turned around, and then threw the chains at him, wrapping around his forearms. It then pulled the chains back, making Usagi drop his swords and spin around, as the chains wrapped around him, but then he pulled his head down, causing the ninja to go flying over him.

He then pulled his head to his left, making the ninja go flying into a shelf full of vases, making them all fall and smash on the floor.

Donnie turned to him while keeping his ninja back with his Bo, which was locked with its spear.

"Easy, Usagi!" he grunted. "We can't get information from them if they're out cold!"

Usagi wiggling his way out of the chains, as Elisa kept her ninja back with her Kamas, before pulling them back from its staff.

"He's right!" she said. "We need to make sure they're still conscious!"

"My apologises, my friends." Usagi said.

Donnie then fell forward, allowing his ninja to whack him in the chest with the pole end of his spear.

"AH!" Donnie moaned, before hitting the floor.

"Don!" Elisa cried, turning to him.

Her ninja then kicked her in the belly, and then whacked her in the face with its staff, making her turn around before falling onto her chest.

Usagi stared at the first as it approached the Daimyo, making him gasp. He dived forward, picked up his swords, and then dived towards the ninja, who raised its spear over the Daimyo.

"UGH!" Usagi yelled.

He put his swords over the Daimyo, blocking the ninja's spear with them, before he lifted it up and threw it away. Donnie then pounced on the ninja and pinned it on the floor with his Bo, just as the other ninja came charging towards them.

"Ah!" Usagi gasped, turning around.

He raised his swords up, just as Elisa came up behind the ninja and kicked it in the back, knocking it onto its chest out cold.

"Nice move." Usagi remarked.

"Thanks." Elisa said.

They both approached Donnie, as the first ninja stared at them.

"Now, tell us who you serve, assassin?!" Usagi demanded, holding a sword up. "Or feel the wrath of my blade!"

"I'd talk if I were you!" Elisa warned, holding her Kamas up.

"Guys, do you get the feeling he knows something we don't?" Donnie asked, turning to them.

A bunch of ninjas landed on the rafters outside the room, then Elisa and Usagi turned around, and stared at them all.

"Donatello, Elisabetta..." Usagi said, approaching the door. "..I get the feeling that we are in for the fight of our lives."

The ninjas all jumped down and landed on the floor, all armed with swords and staffs.

"Where have I heard_ that_ before?" Elisa muttered.


End file.
